content: FORM 10-Q
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
  (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
  
                                         OR
  
  ( )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)
           OF THE SECURITIES AND EXCHANGE ACT OF 1934
  
           For the transition period from __________ to __________
  
  
                           Commission File Number 0-15539
  
                         RIGHT MANAGEMENT CONSULTANTS, INC.
               (Exact name of registrant as specified in its charter)
  
  
               Pennsylvania                                 23-2153729
           (State of other jurisdiction of                 (IRS Employer
            incorporation of organization)                 Identification No.)
  
  
           1818 Market Street, Philadelphia, Pennsylvania          19103
              (Address of principal executive offices)           (Zip Code)
  
           Registrant's telephone number, including area code:  (215) 988-1588
  
           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 issuer's
           classes of common stock as of October 31, 1998:
  
           Common Stock, $0.01 par value                  6,632,014
                        Class                         Number of Shares
  
  <PAGE>
                         Right Management Consultants, Inc.
                        Condensed Consolidated Balance Sheets
                      (Dollars in Thousands Except Share Data)
  <TABLE>
  <CAPTION>
  <S>                                                                                 <C>            <C>      
                                                                                    September 30,  December 31,
                                                                                         1998            1997
                                                                                     (Unaudited)
                                                 Assets
  
         Current Assets:
         Cash and cash equivalents                                                    $   8,228      $   7,583
         Accounts receivable, trade, net of allowance for doubtful accounts
             of $935 and $663 in 1998 and 1997, respectively                             33,790         21,888
         Royalties and fees receivable from Affiliates                                    3,301          2,511
         Other current assets                                                             3,270          2,755
                                                                                      ---------      ---------
                Total current assets                                                     48,589         34,737
  
         Property and equipment, net of accumulated depreciation of $20,636
            and $16,931 in 1998 and 1997, respectively                                   14,085         13,342
  
         Intangible assets, net of accumulated amortization of $13,430 and
             $10,702 in 1998 and 1997, respectively                                      34,626         30,703
         Other noncurrent assets                                                          3,018          2,922
                                                                                      ---------      ---------
                Total Assets                                                          $ 100,318      $  81,704
                                                                                      =========      =========
  
  
  
  
                                  Liabilities and Shareholders' Equity
  
  
         Current Liabilities:
         Current portion of long-term debt and other obligations                      $   5,175      $   3,943
         Accounts and commissions payable                                                 7,327          6,082
         Accrued expenses                                                                14,156          6,294
         Deferred income                                                                  7,030          2,927
                                                                                      ---------      ---------
                Total current liabilities                                                33,688         19,246
                                                                                      ---------      ---------
  
         Long-term debt and other obligations                                            10,030          8,775
                                                                                      ---------      ---------
  
         Deferred compensation                                                            1,713          1,822
                                                                                      ---------      ---------
  
         Minority interest in subsidiaries                                                1,751          1,411
                                                                                      ---------      ---------
  
         Shareholders' Equity:
         Preferred stock, no par value; 1,000,000 shares authorized; no
             shares issued or outstanding                                                    --             --
         Common stock, $.01 par value; 20,000,000 shares authorized;
             7,089,503 and 7,084,104 shares issued in 1998 and 1997, respectively            71             71
         Additional paid-in capital                                                      14,874         14,492
         Retained earnings                                                               42,819         38,363
         Accumulated total comprehensive income                                            (797)          (580)
                                                                                      ---------      ---------
                                                                                         56,967         52,346
         Less treasury stock, at cost, 537,952 shares and 380,452 shares
             in 1998 and 1997, respectively                                              (3,831)        (1,896)
                                                                                      ---------      ---------
                Total shareholders' equity                                               53,136         50,450
                                                                                      ---------      ---------
                Total Liabilities and Shareholders' Equity                            $ 100,318      $  81,704
                                                                                      =========      =========
  </TABLE>
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
  
                                          1
  
  <PAGE>
                         Right Management Consultants, Inc.
                    Condensed Consolidated Statements of Income
          (Dollars and Shares in Thousands Except Earnings per Share Data)
                                     (Unaudited)
  
                                                             Three Months Ended 
                                                                September 30,
                                                              1998        1997
  
  Revenue:
  Company office revenue                                    $39,895     $32,039
  Affiliate royalties                                         1,039         785
                                                            -------     -------
  
  Total revenue                                              40,934      32,824
                                                            -------     -------
  
  Expenses:
  Consultants' compensation                                  17,265      13,609
  Office sales and consulting support                         2,641       2,084
  Office administration                                      14,266      12,500
  General sales and administration                            3,910       3,079
                                                            -------     -------
  
  Total expenses                                             38,082      31,272
                                                            -------     -------
  
  Income from operations                                      2,852       1,552
  
  Interest expense, net                                         206          80
                                                            -------     -------
  
  Income before income taxes                                  2,646       1,472
  
  Provision for income taxes                                  1,138         618
  
  Minority interest in net income of subsidiaries               191         209
                                                            -------     -------
  
  Net income                                                $ 1,317     $   645
                                                            =======     =======
  
  Basic earnings per share                                  $  0.20     $  0.10
                                                            =======     =======
  
  Diluted earnings per share                                $  0.20     $  0.10
                                                            =======     =======
  
  Basic weighted average number of shares outstanding         6,640       6,627
                                                            =======     =======
  
  Diluted weighted average number of shares outstanding       6,721       6,745
                                                            =======     =======
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
  
                                          2
  <PAGE>
                         Right Management Consultants, Inc.
                     Condensed Consolidated Statements of Income
          (Dollars and Shares in Thousands Except Earnings per Share Data)
                                     (Unaudited)
  
                                                              Nine Months Ended 
                                                                September 30,
                                                              1998         1997
  
  Revenue:
  Company office revenue                                    $116,930     $ 91,086
  Affiliate royalties                                          3,082        2,610
                                                            --------     --------
  
  Total revenue                                              120,012       93,696
                                                            --------     --------
  
  Expenses:
  Consultants' compensation                                   49,362       38,917
  Office sales and consulting support                          7,316        5,372
  Office administration                                       41,402       34,723
  General sales and administration                            12,965        9,327
  Restructuring costs (Note B)                                    --          630
                                                            --------     --------
  
  Total expenses                                             111,045       88,969
                                                            --------     --------
  
  Income from operations                                       8,967        4,727
  
  Interest expense, net                                          600           22
                                                            --------     --------
  
  Income before income taxes                                   8,367        4,705
  
  Provision for income taxes                                   3,571        1,930
  
  Minority interest in net income of subsidiaries                340          209
                                                            --------     --------
  
  Net income                                                $  4,456     $  2,566
                                                            ========     ========
  
  Basic earnings per share                                  $   0.67     $   0.39
                                                            ========     ========
  
  Diluted earnings per share                                $   0.66     $   0.38
                                                            ========     ========
  
  Basic weighted average number of shares outstanding          6,678        6,572
                                                            ========     ========
  
  Diluted weighted average number of shares outstanding        6,763        6,731
                                                            ========     ========
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
  
                                         3
  
  <PAGE>
                         Right Management Consultants, Inc.
                   Condensed Consolidated Statements of Cash Flows
                               (Dollars in Thousands)
                                     (Unaudited)
  <TABLE>
  <CAPTION>
  <S>                                                            <C>           <C>     
                                                               Nine Months Ended September 30,
                                                                    1998          1997
  
  Operating Activities:
    Net income                                                   $  4,456      $  2,566
    Adjustments to reconcile net income to net cash
      provided by (utilized for) operating activities:
        Depreciation and amortization                               5,873         4,591
        Deferred income taxes                                         423            --
        Restricted stock compensation                                  --          (658)
        Tax benefit from the exercise of stock options                 --           400
        Restructuring costs (Note B)                                   --           630
        Minority interest in net income of subsidiaries               340           209
        Provision for doubtful accounts                               320           225
        Other non-cash items                                          414          (461)
        Changes in operating accounts:
            (Increase) in operating assets                        (13,895)       (1,053)
            Increase (decrease) in operating liabilities           12,830        (5,964)
                                                                 --------      --------
  
    Net cash provided by operating activities                      10,761           485
                                                                 --------      --------
  
  Investing Activities:
    Purchase of property and equipment                             (4,589)       (3,657)
    Net cash paid for acquisitions                                 (6,180)       (4,268)
                                                                 --------      --------
  
    Net cash utilized for investing activities                    (10,769)       (7,925)
                                                                 --------      --------
  
  Financing Activities:
    Borrowings under revolving credit facility                      5,900            --
    Payment of long-term debt and other obligations                (3,694)       (1,650)
    Repurchase of common stock                                     (1,935)       (1,379)
    Proceeds from stock issuances                                     382         1,271
                                                                 --------      --------
  
    Net cash provided by (utilized for) financing activities          653        (1,758)
                                                                 --------      --------
  
  Increase (decrease) in cash and cash equivalents                    645        (9,198)
  
  Cash and cash equivalents, beginning of period                    7,583        18,055
                                                                 --------      --------
  
  Cash and cash equivalents, end of period                       $  8,228      $  8,857
                                                                 ========      ========
  
  Supplemental Disclosures of Cash Flow Information
    Cash paid for:
  
       Interest                                                  $    855      $    393
                                                                 ========      ========
  
       Income taxes                                              $  2,245      $  2,097
                                                                 ========      ========
  </TABLE>
  
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
                                          4
  
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
  Basis of Presentation
  
  The accompanying unaudited condensed consolidated financial statements have been
  prepared in accordance with generally accepted accounting principles for interim
  financial information and the instructions to Form 10-Q and Rule 10-01 of
  Regulation S-X. Accordingly, they do not include all of the information and
  footnote disclosures necessary for a fair presentation of consolidated financial
  position, results of operations and cash flows in conformity with generally
  accepted accounting principles. In the opinion of management, all adjustments
  (consisting of normal recurring adjustments) considered necessary for a fair
  presentation have been included. Operating results for the nine months ended
  September 30, 1998 are not necessarily indicative of the results that may be
  expected for the year ending December 31, 1998. For further information, refer
  to the financial statements and footnotes thereto included in the Company's
  Annual Report on Form 10-K for the year ended December 31, 1997.
  
  Principles of Consolidation
  
  The consolidated financial statements include the accounts of Right Management
  Consultants, Inc. and its majority-owned subsidiaries. All significant
  intercompany transactions and balances have been eliminated in consolidation.
  
  Comprehensive Income
  
  In June 1997, the Financial Accounting Standards Board ("FASB") issued Statement
  of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive
  Income" which is effective for financial statements issued for fiscal years
  beginning after December 15, 1997. Comprehensive income is defined as net income
  plus revenues, expenses, gains and losses that, under generally accepted
  accounting principles, are excluded from net income. The Company's comprehensive
  income includes net income and unrealized gains and losses from foreign currency
  translation. Total comprehensive income for the three months ended September 30,
  1998 and 1997 was $1,283,000 and $662,000, respectively. Total comprehensive
  income for the nine months ended September 30, 1998 and 1997 was $4,332,000 and
  $2,437,000, respectively.
  
  Reclassifications
  
  Certain 1997 amounts have been reclassified to conform to the 1998 presentation.
  
                                         5
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE B - RESTRUCTURING COSTS
  
  During the first quarter 1997, the Company announced a corporate restructuring.
  The restructuring charge of $630,000 ($380,000 or $0.06 per share, net of taxes)
  was primarily for severance payments related to reductions in employees and
  lease termination costs for the closure of several small "satellite" offices
  with limited future economic benefit to the Company. The Company has completed
  all payments for severance and office closures during 1998.
  
  NOTE C - ACQUISITIONS AND LICENSING AGREEMENT
  
  Effective January 1, 1998, the Company acquired certain assets and the business
  of Manus Associates ("Manus"), a Stamford, Connecticut human resource consulting
  firm, for a combination of cash and future defined incentives. The Company
  borrowed $3,600,000 from its revolving credit facility in order to complete this
  transaction.
  
  Additionally, effective January 1, 1998, the Company entered into an exclusive
  licensing agreement with The Atlanta Consulting Group ("TACG"), an
  organizational consulting firm located in Atlanta, Georgia. Under this exclusive
  licensing agreement, the Company will sell and deliver TACG's full range of
  products and methodologies and has hired all TACG former employees.
  
  Effective April 1, 1998, the Company acquired 51% of the outstanding shares of
  Teams International, Inc. ("Teams"), a technology-based assessment firm
  specializing in 360-degree feedback instruments to support a wide spectrum of
  organizational change initiatives. The purchase price of this acquisition,
  including costs of acquisition, approximated $2,308,000. The Company borrowed
  $2,300,000 from its revolving credit facility in order to complete this
  transaction. As a part of the purchase agreement, the minority shareholders of
  Teams have agreed to provide the Company with options to acquire the remaining
  49% of the outstanding shares of Teams beginning on April 1, 2001. Additionally,
  the minority shareholders of Teams have the right to require the Company to
  purchase the remaining 49% of the outstanding shares of Teams over a three year
  period beginning on April 1, 2001.
  
  These transactions were accounted for as purchases. The accompanying
  consolidated financial statements reflect the year to date results from the
  effective dates of acquisition for all of the above transactions. For the nine
  months ended September 30, 1998, the aggregate purchase price for acquisitions
  was approximately $6,180,000, including the costs of acquisitions. The purchase
  price exceeded the fair value of the assets acquired by $6,270,000.
  
                                         6
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE C - ACQUISITIONS AND LICENSING AGREEMENT (Continued)
  
  The pro-forma impact of these acquisitions on results of operations is
  immaterial to the consolidated financial statements as a whole, and has been
  omitted.
  
  NOTE D - ACCRUED EXPENSES
  
  The increase in accrued expenses existing at September 30, 1998 is attributable
  to incentive compensation accruals due to the Company's achievement of certain
  internal revenue and earnings targets in 1998. The internal revenue and earnings
  targets were not met in 1997.
  
  NOTE E - DEBT
  
  In September 1998, the Company extended its existing Credit Agreement (the
  "Credit Agreement") with its two primary lenders from December 31, 1999 to
  December 31, 2000.
  
  At September 30, 1998, the Company has entered into four interest rate swap
  agreements with an aggregate notional principal of $12,283,000 and quarterly
  payments scheduled over two to five years. At September 30, 1998, the Company's
  interest rates under these interest rate swaps ranged from 6.7% to 7.3%.
  
  The floating rate borrowing of $2,300,000 to complete the acquisition of Teams
  (see Note C to the Condensed Consolidated Financial Statements) had an interest
  rate which approximated 7.1% at September 30, 1998. In early October 1998, the
  Company entered into another interest rate swap agreement for the entire
  $2,300,000 borrowing noted above.
  
  The Company uses interest rate swaps to reduce exposure to adverse fluctuations
  in interest rates. While these hedging instruments are subject to fluctuations
  in value, such fluctuations are offset by the change in value of the underlying
  exposures being hedged. The Company is not a party to leveraged derivatives and
  does not hold or issue financial instruments for speculative purposes. The net
  cash paid or received on interest rate swap agreements is recognized as an
  adjustment to interest expense. The impact of the above interest rate swap
  agreements on interest expense has been immaterial to date.
  
                                         7
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE F - EARNINGS PER SHARE
  
  In 1997, the Company adopted SFAS No. 128, "Earnings per Share". The
  calculations of earnings per share ("EPS") under SFAS No. 128 are detailed
  below.
  <TABLE>
  <CAPTION>
  <S>                                   <C>              <C>           <C>              <C>              <C>            <C>  
                                               For the three months                              For the nine months
                                              ended September 30, 1998                        ended September 30, 1998
                                          Income          Shares        EPS              Income           Shares         EPS
        Basic EPS:
        Net income                      $1,317,000       6,640,000     $0.20            $4,456,000       6,678,000      $0.67
                                                                       =====                                            =====
        Impact of options                      ---          81,000                             ---          85,000
                                          --------       ---------                      ----------       ---------      
        Diluted EPS:
        Net income                      $1,317,000       6,721,000     $0.20            $4,456,000       6,763,000      $0.66
                                        ==========       =========     =====            ==========       =========      =====
  
  
                                                 For the three months                             For the nine months
                                                ended September 30, 1997                        ended September 30, 1997
                                           Income           Shares        EPS            Income           Shares         EPS
        Basic EPS:
        Net income                        $645,000       6,627,000     $0.10            $2,566,000       6,572,000      $0.39
                                                                       =====                                            =====
        Impact of options                      ---         118,000                             ---         159,000
                                          --------       ---------                      ----------       ---------      
        Diluted EPS:
        Net income                        $645,000       6,745,000     $0.10            $2,566,000       6,731,000      $0.38
                                          ========       =========     =====            ==========       =========      =====
  </TABLE>
  
  
  For the three months and nine months ended September 30, 1998, outstanding
  options to purchase 914,714 shares of Company Common Stock at prices ranging
  from $12.75 to $24.33 per share were excluded from the computation of diluted
  EPS, as the options' average exercise price was greater than the market price of
  the Common Stock.
  
                                         8
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE G - SEGMENTS
  
  Summarized operations of each of the Company's geographic segments in the
  aggregate as of September 30, 1998 and 1997 and for the nine month periods then
  ended are as follows:
  <TABLE>
  <CAPTION>
  <S>                               <C>              <C>             <C>             <C>               <C>          
                                                                                           Asia-
  1998                                  U.S.            Canada           Europe           Pacific       Consolidated
  
  Identifiable assets               $ 80,656,000     $  6,350,000     $  8,343,000     $  4,969,000     $100,318,000
                                    ============     ============     ============     ============     ============
  
  Total revenue                     $ 91,811,000     $  7,280,000     $ 10,768,000     $ 10,153,000     $120,012,000
                                    ============     ============     ============     ============     ============
  
  Income from operations (1)        $  5,225,000     $    976,000     $  1,520,000     $  1,246,000     $  8,967,000
                                    ============     ============     ============     ============     ============
  
  Depreciation and amortization     $  4,644,000     $    390,000     $    376,000     $    463,000     $  5,873,000
                                    ============     ============     ============     ============     ============
  
  Capital expenditures              $  3,674,000     $    183,000     $    107,000     $    625,000     $  4,589,000
                                    ============     ============     ============     ============     ============
  
  
  1997
  
  Identifiable assets               $ 63,391,000     $  6,708,000     $  5,889,000     $  5,641,000     $ 81,629,000
                                    ============     ============     ============     ============     ============
  
  Revenue                           $ 73,361,000     $  7,703,000     $  8,882,000     $  3,750,000     $ 93,696,000
                                    ============     ============     ============     ============     ============
  
  Income from operations (1)        $  2,187,000     $  1,080,000     $    738,000     $    722,000     $  4,727,000
                                    ============     ============     ============     ============     ============
  
  Depreciation and amortization     $  3,914,000     $    185,000     $    333,000     $    159,000     $  4,591,000
                                    ============     ============     ============     ============     ============
  
  Capital expenditures              $  2,683,000     $     94,000     $    678,000     $    202,000     $  3,657,000
                                    ============     ============     ============     ============     ============
  <FN>
  (1)  The income from operations for the United States segment includes total
       general sales and administration expense reported on the Condensed
       Consolidated Statements of Income.
  </FN>
  </TABLE>
  
  In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an
  Enterprise and Related Information" which is effective for financial statements
  issued for fiscal years beginning after December 15, 1997. SFAS No. 131
  establishes standards for reporting financial and descriptive information about
  an enterprise's operating segments in its financial statements. Although this
  statement need not be applied to interim financial statements in the initial
  year of application, expanded comparative information will be required for
  interim periods subsequent to the fiscal year ending December 31, 1998. The
  Company has elected not to comply early with SFAS No. 131.
  
                                         9
  <PAGE>
                         RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE H - SHAREHOLDERS EQUITY
  
  In March 1997, the Board of Directors (the "Board") approved a stock repurchase
  program under which the Company is authorized to repurchase up to 10% of its
  currently outstanding Common Stock. Any shares repurchased will be held as
  treasury shares and be available to the Company for any use in various benefit
  plans and, when authorized by the Board, for other general corporate purposes.
  The Board has authorized Company management to pursue the repurchase program in
  open market transactions from time-to-time, depending upon market conditions and
  other factors.
  
  During 1997, the Company repurchased 127,000 shares of Common Stock at an
  aggregate purchase price of $1,379,000.
  
  During the three months ended September 30, 1998, the Company repurchased
  157,500 shares of Common Stock at an aggregate purchase price of $1,935,000.
  
  In October 1998, the Company repurchased another 10,000 shares of Common Stock
  at an aggregate purchase price of $114,000.
  
  
                                         10
  <PAGE>
                                   PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
  
  
  Results of Operations
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices increased by 25% or $7,856,000 from the corresponding quarter in 1997.
  This increase is due to same office revenue growth of approximately 15%, in
  addition to $2,938,000 in incremental revenues from acquisitions consummated
  subsequent to the third quarter 1997. The same office revenue growth was derived
  primarily from the U.S. and European operations and was evident in both the
  outplacement and human resource consulting lines of business.
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices within the outplacement line of business increased by 16% or $4,726,000.
  This increase is due to same office outplacement revenue growth of 15% resulting
  from new and recurring activity from major international and national accounts
  across all geographic regions.
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices within the human resource consulting line of business increased by 118%
  or $3,130,000. This significant increase in consulting revenues is due to same
  office consulting revenue growth of approximately 21%, in addition to $2,568,000
  in incremental consulting revenues from the acquisitions consummated subsequent
  to the third quarter 1997 (see Note C to the Condensed Consolidated Financial
  Statements).
  
  For the nine months ended September 30, 1998, revenue generated by Company
  offices increased 28% or $25,844,000 from the corresponding period in 1997. This
  increase is due to same office revenue growth within both the outplacement and
  human resource consulting lines of business, in addition to $15,674,000 in
  incremental revenues from acquisitions. For the nine months ended September 30,
  1998, same office revenues in total increased by 11%.
  
  Affiliate royalties increased from the prior year by 32% and 18% for the three
  months and nine months ended September 30, 1998, respectively. This increase is
  attributable to the previously mentioned revenue growth from major international
  and national accounts.
  
  For the three months ended September 30, 1998, total Company office expenses
  increased 21% or $5,979,000 over the corresponding quarter in 1997. This
  increase is due to $2,627,000 in incremental costs from acquisitions consummated
  subsequent to the third quarter 1997, as well as an increase in office level
  employee incentives. The Company's achievement of certain revenue and operating
  income targets in the third quarter 1998 has triggered this increase in office
  level incentives.
  
  
                                         11
  <PAGE>
                                   PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  For the nine months ended September 30, 1998, total Company office expenses
  increased 24% or $19,068,000 over the corresponding period in 1997, excluding
  the 1997 restructuring charge of $630,000 (see Note B to the Condensed
  Consolidated Financial Statements). This increase is due primarily to
  $14,106,000 in incremental costs from acquisitions, as well as an increase in
  office level employee incentives.
  
  Aggregate Company office margins were 14% and 12% for the third quarter 1998 and
  1997, respectively. Year to date aggregate Company office margins, exclusive of
  the 1997 restructuring charge (see Note B to the Condensed Consolidated
  Financial Statements), were 16% and 13% for 1998 and 1997, respectively. The
  increase in margin over 1997 is attributable primarily to the previously
  mentioned revenue growth, particularly in the consulting line of business, and
  improved U.S. and European results, partly offset by increased funding for
  office level incentives.
  
  For the three months ended September 30, 1998, general sales and administration
  expenses increased by 27% or $831,000 over the corresponding quarter in 1997.
  This increase is due primarily to incentive compensation expense and increased
  charges in consulting services for technology initiatives. General sales and
  administrative expenses as a percentage of total revenues were approximately 10%
  for the third quarter 1998 versus 9% for the third quarter 1997.
  
  For the nine months ended September 30, 1998, general sales and administration
  expenses increased 39% or $3,638,000 over the corresponding period in 1997. This
  increase is due to the previously mentioned increases in incentive compensation
  expense and charges in consulting services for technology initiatives, as well
  as the forfeiture of restricted stock awards in 1997 which reduced the general
  sales and administrative expenses in that year. General sales and administrative
  expenses as a percentage of total revenues were approximately 11% for year to
  date 1998 versus 10% for year to date 1997.
  
  The Company's effective tax rates for the three months ended September 30, 1998
  and 1997 were approximately 43% and 42%, respectively. The Company's effective
  tax rates for the nine months ended September 30, 1998 and 1997 were
  approximately 43% and 41%, respectively. The increase in the effective tax rate
  is due to a shift in the Company's taxable income to foreign jurisdictions with
  higher tax rates, as well as an increase in the non-deductible portion of
  goodwill amortization and other non-deductible expenses related to the Company's
  significant acquisition activity during 1997. The Company expects the effective
  tax rate to remain at 43% for the remainder of 1998.
  
                                         12
  <PAGE>
                                   PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  Liquidity and Capital Resources
  
  At September 30, 1998 and December 31, 1997, the Company had cash and cash
  equivalents of $8,228,000 and $7,583,000, respectively. At September 30, 1998
  and December 31, 1997, the Company had working capital of $14,901,000 and
  $15,491,000, respectively.
  
  Net cash provided by operating activities amounted to $10,761,000 and $485,000
  for the nine months ended September 30, 1998 and 1997, respectively. The
  improvement is due to increased earnings and a reduction in the use of cash for
  operating activities.
  
  Net cash utilized for investing activities amounted to $10,769,000 and
  $7,925,000 for the nine months ended September 30, 1998 and 1997, respectively.
  The Company continues to invest in equipment and technology to meet the needs of
  its operations and enhance operating efficiencies. Additionally, during 1998,
  the Company acquired two consulting firms and entered into a licensing agreement
  with an outside firm for a combination of cash and future defined incentive
  payments (see Note C to the Condensed Consolidated Financial Statements).
  
  Net cash provided by financing activities amounted to $653,000 for the nine
  months ended September 30, 1998 versus cash utilized for financing activities of
  $1,758,000 for the nine months ended September 30, 1997. The net cash inflow for
  1998 was the result of the $5,900,000 borrowing made to complete the Manus and
  Teams acquisitions (see Note C to the Condensed Consolidated Financial
  Statements). This was partly offset by repayments on the Company's borrowings
  and defined incentives for acquisitions made in previous years, as well as
  additional repurchases of the Company's Common Stock in the third quarter 1998
  as compared to the prior year (see Note H to the Condensed Consolidated
  Financial Statements).
  
  Under its revolving credit facility with its two primary lenders, the Company
  has a $40,000,000 borrowing capacity. The Company had approximately $25,417,000
  available under the revolving credit facility at September 30, 1998. The Company
  plans to utilize the revolving credit facility to assist in the financing of
  future acquisitions as they arise and for other general corporate purposes.
  
  The Company anticipates that its cash and working capital will be sufficient to
  service its existing debt, outstanding commitments and to maintain Company
  operations at current levels for the foreseeable future. The Company will
  continue to consider acquisitions and other expansion opportunities as they
  arise, although the economics, strategic implications and other circumstances
  justifying the expansion will be key factors in determining the amount and type
  of resources the Company will commit.
  
  
                                         13
  <PAGE>
                                   PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  Year 2000
  
  The Company has completed its evaluation of the potential impact of the year
  2000 and has developed and is implementing a project plan ("the Plan") to ensure
  compliance for all of its major operating systems by the year of 2000. As a
  service company, the Company's operating systems principally include financial,
  operational and communication applications. As part of its year 2000 project
  plan, the Company is developing a replacement billing system which is
  progressing on schedule and is expected to be completed prior to the middle of
  1999. The Plan also details the timetable to upgrade or replace non-compliant
  systems in the above areas as well as to confirm year 2000 compliance with the
  Company's key vendors. At this time, the Company is progressing in accordance
  with the timetable set forth with respect to all aspects of the Plan and
  believes that the potential risks to its business operations are not material.
  Non-capitalizable costs related to year 2000 issues will be expensed as
  incurred. Capitalized items will be depreciated over the useful life of the
  asset. The Company estimates that the total costs to be incurred under the Plan
  will be in the range of $1,500,000 to $1,700,000 over the next fifteen months,
  of which approximately $1,000,000 is attributable to normal costs for systems
  upgrades or replacements that the Company normally would undertake in its
  ongoing operations. The Company does not expect these costs to have a material
  impact on its business, operations or its financial condition.
  
  Forward Looking Statements
  
  Statements included in this Report on Form 10-Q, including within this
  Management's Discussion and Analysis of Financial Condition and Results of
  Operations which are not historical in nature, are intended to be, and hereby
  are identified as "forward looking statements" for purposes of the safe harbor
  provided by the Private Securities Litigation Reform Act of 1995. The Company
  cautions readers that forward looking statements including without limitation
  those relating to the Company's future business prospects, revenues, working
  capital, liquidity, capital needs, interest costs and income are subject to
  certain risks and uncertainties that could cause actual results to differ
  materially from those indicated in the forward looking statements due to several
  important factors identified from time to time in the Company's reports filed
  with the Securities and Exchange Commission (the "SEC"). The Company hereby
  incorporates by reference the discussion concerning forward looking statements
  set forth in the Management's Discussion and Analysis of Financial Condition and
  Results of Operations section of the Company's Annual Report on Form 10-K for
  the year ended December 31, 1997 filed with the SEC, as well as the risk factors
  identified within the same Annual Report on Form 10-K. Readers of this Report
  are cautioned not to place undue reliance upon these forward looking statements,
  which speak only as of the date hereof. The Company undertakes no obligation to
  publicly release any revisions to these forward looking statements or reflect
  events or circumstances after the date hereof.
  
                                         14
  <PAGE>
  PART II - OTHER INFORMATION
  
  Items 1, 2, 3, 4 and 5 were not applicable in the nine months ended September
  30, 1998.
  
  Item 6.   Exhibits and Reports on Form 8-K
  
               a. Exhibits:
  
                  27 - Financial Data Schedule *
  
               b. No reports on Form 8-K were filed during the period for which
                  this Report is filed.
  
  
               * - Filed in electronic form only.
  
  
  
  
                                         15
  <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.
  
  RIGHT MANAGEMENT CONSULTANTS, INC.
  
                    BY: /s/ G. LEE BOHS                         November 12, 1998
                      ---------------------------------         -----------------
                    G. Lee Bohs                                     Date
                    Chief Financial Officer and
                    Principal Accounting Officer (Dual
                    signature as duly authorized officer and
                    principal financial officer)
  
  
  
  
  
  
                                         16
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text: FORM 10-Q
  
                         SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549
  
  (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
  
                                         OR
  
  ( )      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D)
           OF THE SECURITIES AND EXCHANGE ACT OF 1934
  
           For the transition period from __________ to __________
  
                           Commission File Number 0-15539
  
                         RIGHT MANAGEMENT CONSULTANTS, INC.
               (Exact name of registrant as specified in its charter)
  
               Pennsylvania                                 23-2153729
           (State of other jurisdiction of                 (IRS Employer
            incorporation of organization)                 Identification No.)
  
           1818 Market Street, Philadelphia, Pennsylvania          19103
              (Address of principal executive offices)           (Zip Code)
  
           Registrant's telephone number, including area code:  (215) 988-1588
  
           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 issuer's
           classes of common stock as of October 31, 1998:
  
           Common Stock, $0.01 par value                  6,632,014
                        Class                         Number of Shares
  Right Management Consultants, Inc.
                        Condensed Consolidated Balance Sheets
                      (Dollars in Thousands Except Share Data)
  September 30,  December 31,
                                                                                         1998            1997
                                                                                     (Unaudited)
                                                 Assets
  
         Current Assets:
         Cash and cash equivalents                                                    $   8,228      $   7,583
         Accounts receivable, trade, net of allowance for doubtful accounts
             of $935 and $663 in 1998 and 1997, respectively                             33,790         21,888
         Royalties and fees receivable from Affiliates                                    3,301          2,511
         Other current assets                                                             3,270          2,755
                                                                                      ---------      ---------
                Total current assets                                                     48,589         34,737
  
         Property and equipment, net of accumulated depreciation of $20,636
            and $16,931 in 1998 and 1997, respectively                                   14,085         13,342
  
         Intangible assets, net of accumulated amortization of $13,430 and
             $10,702 in 1998 and 1997, respectively                                      34,626         30,703
         Other noncurrent assets                                                          3,018          2,922
                                                                                      ---------      ---------
                Total Assets                                                          $ 100,318      $  81,704
                                                                                      =========      =========
  
                                  Liabilities and Shareholders' Equity
  
         Current Liabilities:
         Current portion of long-term debt and other obligations                      $   5,175      $   3,943
         Accounts and commissions payable                                                 7,327          6,082
         Accrued expenses                                                                14,156          6,294
         Deferred income                                                                  7,030          2,927
                                                                                      ---------      ---------
                Total current liabilities                                                33,688         19,246
                                                                                      ---------      ---------
  
         Long-term debt and other obligations                                            10,030          8,775
                                                                                      ---------      ---------
  
         Deferred compensation                                                            1,713          1,822
                                                                                      ---------      ---------
  
         Minority interest in subsidiaries                                                1,751          1,411
                                                                                      ---------      ---------
  
         Shareholders' Equity:
         Preferred stock, no par value; 1,000,000 shares authorized; no
             shares issued or outstanding                                                    --             --
         Common stock, $.01 par value; 20,000,000 shares authorized;
             7,089,503 and 7,084,104 shares issued in 1998 and 1997, respectively            71             71
         Additional paid-in capital                                                      14,874         14,492
         Retained earnings                                                               42,819         38,363
         Accumulated total comprehensive income                                            (797)          (580)
                                                                                      ---------      ---------
                                                                                         56,967         52,346
         Less treasury stock, at cost, 537,952 shares and 380,452 shares
             in 1998 and 1997, respectively                                              (3,831)        (1,896)
                                                                                      ---------      ---------
                Total shareholders' equity                                               53,136         50,450
                                                                                      ---------      ---------
                Total Liabilities and Shareholders' Equity                            $ 100,318      $  81,704
                                                                                      =========      =========
  The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
                                          1
  Right Management Consultants, Inc.
                    Condensed Consolidated Statements of Income
          (Dollars and Shares in Thousands Except Earnings per Share Data)
                                     (Unaudited)
  
                                                             Three Months Ended 
                                                                September 30,
                                                              1998        1997
  
  Revenue:
  Company office revenue                                    $39,895     $32,039
  Affiliate royalties                                         1,039         785
                                                            -------     -------
  
  Total revenue                                              40,934      32,824
                                                            -------     -------
  
  Expenses:
  Consultants' compensation                                  17,265      13,609
  Office sales and consulting support                         2,641       2,084
  Office administration                                      14,266      12,500
  General sales and administration                            3,910       3,079
                                                            -------     -------
  
  Total expenses                                             38,082      31,272
                                                            -------     -------
  
  Income from operations                                      2,852       1,552
  
  Interest expense, net                                         206          80
                                                            -------     -------
  
  Income before income taxes                                  2,646       1,472
  
  Provision for income taxes                                  1,138         618
  
  Minority interest in net income of subsidiaries               191         209
                                                            -------     -------
  
  Net income                                                $ 1,317     $   645
                                                            =======     =======
  
  Basic earnings per share                                  $  0.20     $  0.10
                                                            =======     =======
  
  Diluted earnings per share                                $  0.20     $  0.10
                                                            =======     =======
  
  Basic weighted average number of shares outstanding         6,640       6,627
                                                            =======     =======
  
  Diluted weighted average number of shares outstanding       6,721       6,745
                                                            =======     =======
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
                                          2
  Right Management Consultants, Inc.
                     Condensed Consolidated Statements of Income
          (Dollars and Shares in Thousands Except Earnings per Share Data)
                                     (Unaudited)
  
                                                              Nine Months Ended 
                                                                September 30,
                                                              1998         1997
  
  Revenue:
  Company office revenue                                    $116,930     $ 91,086
  Affiliate royalties                                          3,082        2,610
                                                            --------     --------
  
  Total revenue                                              120,012       93,696
                                                            --------     --------
  
  Expenses:
  Consultants' compensation                                   49,362       38,917
  Office sales and consulting support                          7,316        5,372
  Office administration                                       41,402       34,723
  General sales and administration                            12,965        9,327
  Restructuring costs (Note B)                                    --          630
                                                            --------     --------
  
  Total expenses                                             111,045       88,969
                                                            --------     --------
  
  Income from operations                                       8,967        4,727
  
  Interest expense, net                                          600           22
                                                            --------     --------
  
  Income before income taxes                                   8,367        4,705
  
  Provision for income taxes                                   3,571        1,930
  
  Minority interest in net income of subsidiaries                340          209
                                                            --------     --------
  
  Net income                                                $  4,456     $  2,566
                                                            ========     ========
  
  Basic earnings per share                                  $   0.67     $   0.39
                                                            ========     ========
  
  Diluted earnings per share                                $   0.66     $   0.38
                                                            ========     ========
  
  Basic weighted average number of shares outstanding          6,678        6,572
                                                            ========     ========
  
  Diluted weighted average number of shares outstanding        6,763        6,731
                                                            ========     ========
  
           The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
                                         3
  Right Management Consultants, Inc.
                   Condensed Consolidated Statements of Cash Flows
                               (Dollars in Thousands)
                                     (Unaudited)
  Nine Months Ended September 30,
                                                                    1998          1997
  
  Operating Activities:
    Net income                                                   $  4,456      $  2,566
    Adjustments to reconcile net income to net cash
      provided by (utilized for) operating activities:
        Depreciation and amortization                               5,873         4,591
        Deferred income taxes                                         423            --
        Restricted stock compensation                                  --          (658)
        Tax benefit from the exercise of stock options                 --           400
        Restructuring costs (Note B)                                   --           630
        Minority interest in net income of subsidiaries               340           209
        Provision for doubtful accounts                               320           225
        Other non-cash items                                          414          (461)
        Changes in operating accounts:
            (Increase) in operating assets                        (13,895)       (1,053)
            Increase (decrease) in operating liabilities           12,830        (5,964)
                                                                 --------      --------
  
    Net cash provided by operating activities                      10,761           485
                                                                 --------      --------
  
  Investing Activities:
    Purchase of property and equipment                             (4,589)       (3,657)
    Net cash paid for acquisitions                                 (6,180)       (4,268)
                                                                 --------      --------
  
    Net cash utilized for investing activities                    (10,769)       (7,925)
                                                                 --------      --------
  
  Financing Activities:
    Borrowings under revolving credit facility                      5,900            --
    Payment of long-term debt and other obligations                (3,694)       (1,650)
    Repurchase of common stock                                     (1,935)       (1,379)
    Proceeds from stock issuances                                     382         1,271
                                                                 --------      --------
  
    Net cash provided by (utilized for) financing activities          653        (1,758)
                                                                 --------      --------
  
  Increase (decrease) in cash and cash equivalents                    645        (9,198)
  
  Cash and cash equivalents, beginning of period                    7,583        18,055
                                                                 --------      --------
  
  Cash and cash equivalents, end of period                       $  8,228      $  8,857
                                                                 ========      ========
  
  Supplemental Disclosures of Cash Flow Information
    Cash paid for:
  
       Interest                                                  $    855      $    393
                                                                 ========      ========
  
       Income taxes                                              $  2,245      $  2,097
                                                                 ========      ========
  The accompanying notes are an integral part of these condensed
                         consolidated financial statements.
  
                                          4
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE A - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
  
  Basis of Presentation
  
  The accompanying unaudited condensed consolidated financial statements have been
  prepared in accordance with generally accepted accounting principles for interim
  financial information and the instructions to Form 10-Q and Rule 10-01 of
  Regulation S-X. Accordingly, they do not include all of the information and
  footnote disclosures necessary for a fair presentation of consolidated financial
  position, results of operations and cash flows in conformity with generally
  accepted accounting principles. In the opinion of management, all adjustments
  (consisting of normal recurring adjustments) considered necessary for a fair
  presentation have been included. Operating results for the nine months ended
  September 30, 1998 are not necessarily indicative of the results that may be
  expected for the year ending December 31, 1998. For further information, refer
  to the financial statements and footnotes thereto included in the Company's
  Annual Report on Form 10-K for the year ended December 31, 1997.
  
  Principles of Consolidation
  
  The consolidated financial statements include the accounts of Right Management
  Consultants, Inc. and its majority-owned subsidiaries. All significant
  intercompany transactions and balances have been eliminated in consolidation.
  
  Comprehensive Income
  
  In June 1997, the Financial Accounting Standards Board ("FASB") issued Statement
  of Financial Accounting Standards ("SFAS") No. 130, "Reporting Comprehensive
  Income" which is effective for financial statements issued for fiscal years
  beginning after December 15, 1997. Comprehensive income is defined as net income
  plus revenues, expenses, gains and losses that, under generally accepted
  accounting principles, are excluded from net income. The Company's comprehensive
  income includes net income and unrealized gains and losses from foreign currency
  translation. Total comprehensive income for the three months ended September 30,
  1998 and 1997 was $1,283,000 and $662,000, respectively. Total comprehensive
  income for the nine months ended September 30, 1998 and 1997 was $4,332,000 and
  $2,437,000, respectively.
  
  Reclassifications
  
  Certain 1997 amounts have been reclassified to conform to the 1998 presentation.
  
                                         5
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE B - RESTRUCTURING COSTS
  
  During the first quarter 1997, the Company announced a corporate restructuring.
  The restructuring charge of $630,000 ($380,000 or $0.06 per share, net of taxes)
  was primarily for severance payments related to reductions in employees and
  lease termination costs for the closure of several small "satellite" offices
  with limited future economic benefit to the Company. The Company has completed
  all payments for severance and office closures during 1998.
  
  NOTE C - ACQUISITIONS AND LICENSING AGREEMENT
  
  Effective January 1, 1998, the Company acquired certain assets and the business
  of Manus Associates ("Manus"), a Stamford, Connecticut human resource consulting
  firm, for a combination of cash and future defined incentives. The Company
  borrowed $3,600,000 from its revolving credit facility in order to complete this
  transaction.
  
  Additionally, effective January 1, 1998, the Company entered into an exclusive
  licensing agreement with The Atlanta Consulting Group ("TACG"), an
  organizational consulting firm located in Atlanta, Georgia. Under this exclusive
  licensing agreement, the Company will sell and deliver TACG's full range of
  products and methodologies and has hired all TACG former employees.
  
  Effective April 1, 1998, the Company acquired 51% of the outstanding shares of
  Teams International, Inc. ("Teams"), a technology-based assessment firm
  specializing in 360-degree feedback instruments to support a wide spectrum of
  organizational change initiatives. The purchase price of this acquisition,
  including costs of acquisition, approximated $2,308,000. The Company borrowed
  $2,300,000 from its revolving credit facility in order to complete this
  transaction. As a part of the purchase agreement, the minority shareholders of
  Teams have agreed to provide the Company with options to acquire the remaining
  49% of the outstanding shares of Teams beginning on April 1, 2001. Additionally,
  the minority shareholders of Teams have the right to require the Company to
  purchase the remaining 49% of the outstanding shares of Teams over a three year
  period beginning on April 1, 2001.
  
  These transactions were accounted for as purchases. The accompanying
  consolidated financial statements reflect the year to date results from the
  effective dates of acquisition for all of the above transactions. For the nine
  months ended September 30, 1998, the aggregate purchase price for acquisitions
  was approximately $6,180,000, including the costs of acquisitions. The purchase
  price exceeded the fair value of the assets acquired by $6,270,000.
  
                                         6
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE C - ACQUISITIONS AND LICENSING AGREEMENT (Continued)
  
  The pro-forma impact of these acquisitions on results of operations is
  immaterial to the consolidated financial statements as a whole, and has been
  omitted.
  
  NOTE D - ACCRUED EXPENSES
  
  The increase in accrued expenses existing at September 30, 1998 is attributable
  to incentive compensation accruals due to the Company's achievement of certain
  internal revenue and earnings targets in 1998. The internal revenue and earnings
  targets were not met in 1997.
  
  NOTE E - DEBT
  
  In September 1998, the Company extended its existing Credit Agreement (the
  "Credit Agreement") with its two primary lenders from December 31, 1999 to
  December 31, 2000.
  
  At September 30, 1998, the Company has entered into four interest rate swap
  agreements with an aggregate notional principal of $12,283,000 and quarterly
  payments scheduled over two to five years. At September 30, 1998, the Company's
  interest rates under these interest rate swaps ranged from 6.7% to 7.3%.
  
  The floating rate borrowing of $2,300,000 to complete the acquisition of Teams
  (see Note C to the Condensed Consolidated Financial Statements) had an interest
  rate which approximated 7.1% at September 30, 1998. In early October 1998, the
  Company entered into another interest rate swap agreement for the entire
  $2,300,000 borrowing noted above.
  
  The Company uses interest rate swaps to reduce exposure to adverse fluctuations
  in interest rates. While these hedging instruments are subject to fluctuations
  in value, such fluctuations are offset by the change in value of the underlying
  exposures being hedged. The Company is not a party to leveraged derivatives and
  does not hold or issue financial instruments for speculative purposes. The net
  cash paid or received on interest rate swap agreements is recognized as an
  adjustment to interest expense. The impact of the above interest rate swap
  agreements on interest expense has been immaterial to date.
  
                                         7
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE F - EARNINGS PER SHARE
  
  In 1997, the Company adopted SFAS No. 128, "Earnings per Share". The
  calculations of earnings per share ("EPS") under SFAS No. 128 are detailed
  below.
  For the three months                              For the nine months
                                              ended September 30, 1998                        ended September 30, 1998
                                          Income          Shares        EPS              Income           Shares         EPS
        Basic EPS:
        Net income                      $1,317,000       6,640,000     $0.20            $4,456,000       6,678,000      $0.67
                                                                       =====                                            =====
        Impact of options                      ---          81,000                             ---          85,000
                                          --------       ---------                      ----------       ---------      
        Diluted EPS:
        Net income                      $1,317,000       6,721,000     $0.20            $4,456,000       6,763,000      $0.66
                                        ==========       =========     =====            ==========       =========      =====
  
                                                 For the three months                             For the nine months
                                                ended September 30, 1997                        ended September 30, 1997
                                           Income           Shares        EPS            Income           Shares         EPS
        Basic EPS:
        Net income                        $645,000       6,627,000     $0.10            $2,566,000       6,572,000      $0.39
                                                                       =====                                            =====
        Impact of options                      ---         118,000                             ---         159,000
                                          --------       ---------                      ----------       ---------      
        Diluted EPS:
        Net income                        $645,000       6,745,000     $0.10            $2,566,000       6,731,000      $0.38
                                          ========       =========     =====            ==========       =========      =====
  For the three months and nine months ended September 30, 1998, outstanding
  options to purchase 914,714 shares of Company Common Stock at prices ranging
  from $12.75 to $24.33 per share were excluded from the computation of diluted
  EPS, as the options' average exercise price was greater than the market price of
  the Common Stock.
  
                                         8
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE G - SEGMENTS
  
  Summarized operations of each of the Company's geographic segments in the
  aggregate as of September 30, 1998 and 1997 and for the nine month periods then
  ended are as follows:
  Asia-
  1998                                  U.S.            Canada           Europe           Pacific       Consolidated
  
  Identifiable assets               $ 80,656,000     $  6,350,000     $  8,343,000     $  4,969,000     $100,318,000
                                    ============     ============     ============     ============     ============
  
  Total revenue                     $ 91,811,000     $  7,280,000     $ 10,768,000     $ 10,153,000     $120,012,000
                                    ============     ============     ============     ============     ============
  
  Income from operations (1)        $  5,225,000     $    976,000     $  1,520,000     $  1,246,000     $  8,967,000
                                    ============     ============     ============     ============     ============
  
  Depreciation and amortization     $  4,644,000     $    390,000     $    376,000     $    463,000     $  5,873,000
                                    ============     ============     ============     ============     ============
  
  Capital expenditures              $  3,674,000     $    183,000     $    107,000     $    625,000     $  4,589,000
                                    ============     ============     ============     ============     ============
  
  1997
  
  Identifiable assets               $ 63,391,000     $  6,708,000     $  5,889,000     $  5,641,000     $ 81,629,000
                                    ============     ============     ============     ============     ============
  
  Revenue                           $ 73,361,000     $  7,703,000     $  8,882,000     $  3,750,000     $ 93,696,000
                                    ============     ============     ============     ============     ============
  
  Income from operations (1)        $  2,187,000     $  1,080,000     $    738,000     $    722,000     $  4,727,000
                                    ============     ============     ============     ============     ============
  
  Depreciation and amortization     $  3,914,000     $    185,000     $    333,000     $    159,000     $  4,591,000
                                    ============     ============     ============     ============     ============
  
  Capital expenditures              $  2,683,000     $     94,000     $    678,000     $    202,000     $  3,657,000
                                    ============     ============     ============     ============     ============
  (1)  The income from operations for the United States segment includes total
       general sales and administration expense reported on the Condensed
       Consolidated Statements of Income.
  In June 1997, the FASB issued SFAS No. 131, "Disclosures about Segments of an
  Enterprise and Related Information" which is effective for financial statements
  issued for fiscal years beginning after December 15, 1997. SFAS No. 131
  establishes standards for reporting financial and descriptive information about
  an enterprise's operating segments in its financial statements. Although this
  statement need not be applied to interim financial statements in the initial
  year of application, expanded comparative information will be required for
  interim periods subsequent to the fiscal year ending December 31, 1998. The
  Company has elected not to comply early with SFAS No. 131.
  
                                         9
  RIGHT MANAGEMENT CONSULTANTS, INC.
                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                     (Unaudited)
  
  NOTE H - SHAREHOLDERS EQUITY
  
  In March 1997, the Board of Directors (the "Board") approved a stock repurchase
  program under which the Company is authorized to repurchase up to 10% of its
  currently outstanding Common Stock. Any shares repurchased will be held as
  treasury shares and be available to the Company for any use in various benefit
  plans and, when authorized by the Board, for other general corporate purposes.
  The Board has authorized Company management to pursue the repurchase program in
  open market transactions from time-to-time, depending upon market conditions and
  other factors.
  
  During 1997, the Company repurchased 127,000 shares of Common Stock at an
  aggregate purchase price of $1,379,000.
  
  During the three months ended September 30, 1998, the Company repurchased
  157,500 shares of Common Stock at an aggregate purchase price of $1,935,000.
  
  In October 1998, the Company repurchased another 10,000 shares of Common Stock
  at an aggregate purchase price of $114,000.
  
                                         10
  PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
  
  Results of Operations
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices increased by 25% or $7,856,000 from the corresponding quarter in 1997.
  This increase is due to same office revenue growth of approximately 15%, in
  addition to $2,938,000 in incremental revenues from acquisitions consummated
  subsequent to the third quarter 1997. The same office revenue growth was derived
  primarily from the U.S. and European operations and was evident in both the
  outplacement and human resource consulting lines of business.
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices within the outplacement line of business increased by 16% or $4,726,000.
  This increase is due to same office outplacement revenue growth of 15% resulting
  from new and recurring activity from major international and national accounts
  across all geographic regions.
  
  For the three months ended September 30, 1998, revenue generated by Company
  offices within the human resource consulting line of business increased by 118%
  or $3,130,000. This significant increase in consulting revenues is due to same
  office consulting revenue growth of approximately 21%, in addition to $2,568,000
  in incremental consulting revenues from the acquisitions consummated subsequent
  to the third quarter 1997 (see Note C to the Condensed Consolidated Financial
  Statements).
  
  For the nine months ended September 30, 1998, revenue generated by Company
  offices increased 28% or $25,844,000 from the corresponding period in 1997. This
  increase is due to same office revenue growth within both the outplacement and
  human resource consulting lines of business, in addition to $15,674,000 in
  incremental revenues from acquisitions. For the nine months ended September 30,
  1998, same office revenues in total increased by 11%.
  
  Affiliate royalties increased from the prior year by 32% and 18% for the three
  months and nine months ended September 30, 1998, respectively. This increase is
  attributable to the previously mentioned revenue growth from major international
  and national accounts.
  
  For the three months ended September 30, 1998, total Company office expenses
  increased 21% or $5,979,000 over the corresponding quarter in 1997. This
  increase is due to $2,627,000 in incremental costs from acquisitions consummated
  subsequent to the third quarter 1997, as well as an increase in office level
  employee incentives. The Company's achievement of certain revenue and operating
  income targets in the third quarter 1998 has triggered this increase in office
  level incentives.
  
                                         11
  PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  For the nine months ended September 30, 1998, total Company office expenses
  increased 24% or $19,068,000 over the corresponding period in 1997, excluding
  the 1997 restructuring charge of $630,000 (see Note B to the Condensed
  Consolidated Financial Statements). This increase is due primarily to
  $14,106,000 in incremental costs from acquisitions, as well as an increase in
  office level employee incentives.
  
  Aggregate Company office margins were 14% and 12% for the third quarter 1998 and
  1997, respectively. Year to date aggregate Company office margins, exclusive of
  the 1997 restructuring charge (see Note B to the Condensed Consolidated
  Financial Statements), were 16% and 13% for 1998 and 1997, respectively. The
  increase in margin over 1997 is attributable primarily to the previously
  mentioned revenue growth, particularly in the consulting line of business, and
  improved U.S. and European results, partly offset by increased funding for
  office level incentives.
  
  For the three months ended September 30, 1998, general sales and administration
  expenses increased by 27% or $831,000 over the corresponding quarter in 1997.
  This increase is due primarily to incentive compensation expense and increased
  charges in consulting services for technology initiatives. General sales and
  administrative expenses as a percentage of total revenues were approximately 10%
  for the third quarter 1998 versus 9% for the third quarter 1997.
  
  For the nine months ended September 30, 1998, general sales and administration
  expenses increased 39% or $3,638,000 over the corresponding period in 1997. This
  increase is due to the previously mentioned increases in incentive compensation
  expense and charges in consulting services for technology initiatives, as well
  as the forfeiture of restricted stock awards in 1997 which reduced the general
  sales and administrative expenses in that year. General sales and administrative
  expenses as a percentage of total revenues were approximately 11% for year to
  date 1998 versus 10% for year to date 1997.
  
  The Company's effective tax rates for the three months ended September 30, 1998
  and 1997 were approximately 43% and 42%, respectively. The Company's effective
  tax rates for the nine months ended September 30, 1998 and 1997 were
  approximately 43% and 41%, respectively. The increase in the effective tax rate
  is due to a shift in the Company's taxable income to foreign jurisdictions with
  higher tax rates, as well as an increase in the non-deductible portion of
  goodwill amortization and other non-deductible expenses related to the Company's
  significant acquisition activity during 1997. The Company expects the effective
  tax rate to remain at 43% for the remainder of 1998.
  
                                         12
  PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  Liquidity and Capital Resources
  
  At September 30, 1998 and December 31, 1997, the Company had cash and cash
  equivalents of $8,228,000 and $7,583,000, respectively. At September 30, 1998
  and December 31, 1997, the Company had working capital of $14,901,000 and
  $15,491,000, respectively.
  
  Net cash provided by operating activities amounted to $10,761,000 and $485,000
  for the nine months ended September 30, 1998 and 1997, respectively. The
  improvement is due to increased earnings and a reduction in the use of cash for
  operating activities.
  
  Net cash utilized for investing activities amounted to $10,769,000 and
  $7,925,000 for the nine months ended September 30, 1998 and 1997, respectively.
  The Company continues to invest in equipment and technology to meet the needs of
  its operations and enhance operating efficiencies. Additionally, during 1998,
  the Company acquired two consulting firms and entered into a licensing agreement
  with an outside firm for a combination of cash and future defined incentive
  payments (see Note C to the Condensed Consolidated Financial Statements).
  
  Net cash provided by financing activities amounted to $653,000 for the nine
  months ended September 30, 1998 versus cash utilized for financing activities of
  $1,758,000 for the nine months ended September 30, 1997. The net cash inflow for
  1998 was the result of the $5,900,000 borrowing made to complete the Manus and
  Teams acquisitions (see Note C to the Condensed Consolidated Financial
  Statements). This was partly offset by repayments on the Company's borrowings
  and defined incentives for acquisitions made in previous years, as well as
  additional repurchases of the Company's Common Stock in the third quarter 1998
  as compared to the prior year (see Note H to the Condensed Consolidated
  Financial Statements).
  
  Under its revolving credit facility with its two primary lenders, the Company
  has a $40,000,000 borrowing capacity. The Company had approximately $25,417,000
  available under the revolving credit facility at September 30, 1998. The Company
  plans to utilize the revolving credit facility to assist in the financing of
  future acquisitions as they arise and for other general corporate purposes.
  
  The Company anticipates that its cash and working capital will be sufficient to
  service its existing debt, outstanding commitments and to maintain Company
  operations at current levels for the foreseeable future. The Company will
  continue to consider acquisitions and other expansion opportunities as they
  arise, although the economics, strategic implications and other circumstances
  justifying the expansion will be key factors in determining the amount and type
  of resources the Company will commit.
  
                                         13
  PART I - ITEM 2
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                         CONDITION AND RESULTS OF OPERATIONS
                                      CONTINUED
  
  Year 2000
  
  The Company has completed its evaluation of the potential impact of the year
  2000 and has developed and is implementing a project plan ("the Plan") to ensure
  compliance for all of its major operating systems by the year of 2000. As a
  service company, the Company's operating systems principally include financial,
  operational and communication applications. As part of its year 2000 project
  plan, the Company is developing a replacement billing system which is
  progressing on schedule and is expected to be completed prior to the middle of
  1999. The Plan also details the timetable to upgrade or replace non-compliant
  systems in the above areas as well as to confirm year 2000 compliance with the
  Company's key vendors. At this time, the Company is progressing in accordance
  with the timetable set forth with respect to all aspects of the Plan and
  believes that the potential risks to its business operations are not material.
  Non-capitalizable costs related to year 2000 issues will be expensed as
  incurred. Capitalized items will be depreciated over the useful life of the
  asset. The Company estimates that the total costs to be incurred under the Plan
  will be in the range of $1,500,000 to $1,700,000 over the next fifteen months,
  of which approximately $1,000,000 is attributable to normal costs for systems
  upgrades or replacements that the Company normally would undertake in its
  ongoing operations. The Company does not expect these costs to have a material
  impact on its business, operations or its financial condition.
  
  Forward Looking Statements
  
  Statements included in this Report on Form 10-Q, including within this
  Management's Discussion and Analysis of Financial Condition and Results of
  Operations which are not historical in nature, are intended to be, and hereby
  are identified as "forward looking statements" for purposes of the safe harbor
  provided by the Private Securities Litigation Reform Act of 1995. The Company
  cautions readers that forward looking statements including without limitation
  those relating to the Company's future business prospects, revenues, working
  capital, liquidity, capital needs, interest costs and income are subject to
  certain risks and uncertainties that could cause actual results to differ
  materially from those indicated in the forward looking statements due to several
  important factors identified from time to time in the Company's reports filed
  with the Securities and Exchange Commission (the "SEC"). The Company hereby
  incorporates by reference the discussion concerning forward looking statements
  set forth in the Management's Discussion and Analysis of Financial Condition and
  Results of Operations section of the Company's Annual Report on Form 10-K for
  the year ended December 31, 1997 filed with the SEC, as well as the risk factors
  identified within the same Annual Report on Form 10-K. Readers of this Report
  are cautioned not to place undue reliance upon these forward looking statements,
  which speak only as of the date hereof. The Company undertakes no obligation to
  publicly release any revisions to these forward looking statements or reflect
  events or circumstances after the date hereof.
  
                                         14
  PART II - OTHER INFORMATION
  
  Items 1, 2, 3, 4 and 5 were not applicable in the nine months ended September
  30, 1998.
  
  Item 6.   Exhibits and Reports on Form 8-K
  
               a. Exhibits:
  
                  27 - Financial Data Schedule *
  
               b. No reports on Form 8-K were filed during the period for which
                  this Report is filed.
  
               * - Filed in electronic form only.
  
                                         15
  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.
  
  RIGHT MANAGEMENT CONSULTANTS, INC.
  
                    BY: /s/ G. LEE BOHS                         November 12, 1998
                      ---------------------------------         -----------------
                    G. Lee Bohs                                     Date
                    Chief Financial Officer and
                    Principal Accounting Officer (Dual
                    signature as duly authorized officer and
                    principal financial officer)
  
                                         16