Washington, D.C. 20549

                                   FORM 10-Q/A

(Mark One)

[X] Quarterly report pursuant to Section 13 or 15(d) of the Securities  Exchange
    Act of 1934 for the quarterly period ended September 30, 1998; or

[ ] Transition   report  pursuant  to  Section  13  or  15(d) of the  Securities
    Exchange  Act of  1934  for  the  transition  period  from  ____________  to

Commission File Number:  0000887936

                              FTI CONSULTING, INC.

             (Exact Name of Registrant as Specified in its Charter)

                  MARYLAND                                 52-1261113
                  --------                                 ----------
         (State or other Jurisdiction of                (I.R.S. Employer
         Incorporation or Organization)                 Identification No.)

                 2021 Research Drive, Annapolis, Maryland 21401
                    (Address of Principal Executive Offices)
                                   (Zip Code)

                                 (410) 224-8770
              (Registrant's Telephone Number, Including Area Code)

              (Former name, former address and former fiscal year,

                          if changed since last report)


Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of 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.

                                [X] Yes     [ ] No

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date.

         Class                             Outstanding at December 10, 1998
         -----                             --------------------------------
Common Stock, par value                                   4,781,895
     $.01 per share

                              FTI CONSULTING, INC.




Item 2.         Management's Discussion and Analysis of
                Results of Operations and Financial Condition            3

SIGNATURES                                                               6


                              FTI CONSULTING, INC.




Revenues  for the  third  quarter  and nine  months  ended  September  30,  1998
increased  26.5% to $13.5  million  and  32.9%  to $39.5  million  over the same
periods in 1997, respectively. The increases in the quarter were attributable to
the  acquisitions  of LWG and Bodaken in September  1997,  KK&A acquired in June
1998, and KCI and SEA acquired in September  1998.  Increases in the nine months
comparable  periods from internal growth amounted to  approximately  7% with the
remaining increase due to acquisitions.  Internal growth was slower primarily as
a result of  softness  in the  litigation  marketplace  resulting  in lower than
expected revenues during the third quarter.

Direct costs during 1998 increased  33.1% and 35.9% over the comparable  quarter
and nine month periods, respectively. Such increases,  representing increases in
resources  attributable  to client  projects,  were generally below increases in
revenues attributable to lower that expected revenues, primarily from litigation
services.  The  increases  during  1998 in selling,  general and  administrative
expenses of 45.7% and 39.5% over the  comparable  quarter and nine month periods
represent  increased costs due to new operations added through  acquisitions and
other cost increases attributable to growth of the business.


Cash flows provided by operations  during the nine months of 1998 as compared to
the comparable  period of 1997 increased  largely as a result of the decrease in
accounts  receivable.  Cash was used in this period for the purchase of property
and equipment. Additional inflows of cash were provided by the exercise of stock
options during the nine months. Options for 217,900 shares were exercised during
the nine months of 1998, resulting in an overall increase in cash.

During the third  quarter,  the Company  borrowed $26 million on its  short-term
line of credit for the first  installment on the  acquisitions  of KK&A, KCI and
SEA.  The terms of this line of credit  include a  requirement  that the Company
receive a capital contribution of not less than ten million dollars prior to May
31, 1999 as an  affirmative  covenant of the loan.  While there are currently no
specific  arrangements  for  raising  this  capital,  the  Company is  reviewing
alternatives  to  ensure   compliance  with  the  provisions  of  the  financing
agreement. The Company expects that available cash and existing short-term lines
of credit will be sufficient to meet its normal operating  requirements over the
near term.


As a result of the  acquisitions  of KK&A,  KCI and SEA,  the  Company no longer
satisfies  the net tangible  assets  requirement  for  continued  listing on the
Nasdaq  National  Market  System  and,  therefore,   is  subject  to  delisting.
Accordingly,  the  Company  will pursue  other  options in an effort to have its
Common Stock remain  listed on a national  securities  exchange.  These  options
include applying to transfer the Company's listing to either the Nasdaq SmallCap
Market or the American Stock Exchange.  The Company  believes it currently meets
the applicable listing requirements on both of these exchanges.


The year 2000 issue is the result of computer  programs written using two digits
(rather than four) to define the applicable  year.  Absent  corrective  actions,
programs with date-sensitive  logic may recognize "00" as 1900 rather than 2000.
This could result in a system failure or miscalculations  causing disruptions of
operations,  including,  among other  things,  a temporary  inability to process
transactions, send invoices, or engage in similar normal business activities.

The  Company  has  commenced  a process to assure  Year 2000  compliance  of all
hardware, software, and ancillary equipment that are date dependent. The process
involves four phases:

Phase I -- Inventory and Data Collection.  This phase involves an identification
of all items that are date  dependent.  The Company  commenced this phase in the
first quarter of 1998 and is now substantially complete.

Phase II -- Compliance Requests. This phase involves requests to systems vendors
for verification that the systems identified in Phase I are Year 2000 compliant.
The Company has identified and has begun to replace critical systems that cannot
be updated or certified compliant. The Company commenced this phase in the first
quarter of 1998 and expects to complete  this phase before the end of the second
quarter of 1999.  The  Company's  principal  compliance  issue is focused at the
existing business and accounting system developed over the past ten years. A new
business  and  accounting   system  is  currently   being   implemented  and  is
vendor-certified  to be Year  2000  compliant.  In  addition,  the  Company  has
determined that  substantially all of its personal computers and PC applications
are compliant.

Phase III --- Test, Fix and Verify.  This phase involves  testing all items that
are date dependent and upgrading the critical,  non-compliant  system as well as
completing the  implementation  of the new business and accounting  system.  The
Company  expects to  complete  this phase by the middle of the third  quarter of

Phase IV --- Final Testing,  New Item Compliance.  This phase involves review of
all systems for compliance and re-testing as necessary.  During this phase,  all
new systems and equipment will be tested for compliance.  The Company expects to
complete this phase by the end of the third quarter of 1999.


In order to improve  support for the continued  growth of the Company,  plans to
replace the Company's  existing,  outdated  business and accounting  system were
begun prior to the development of the Year 2000 compliance process.  The Company
presently  believes  that,  with  the  implementation  of the new  business  and
accounting system, including hardware and software, the Year 2000 issue will not
pose any significant  operational problem. This substantial  compliance has been
achieved  without the need to acquire  significant  new hardware,  software,  or
systems other than in the ordinary course of business.  The Company is not aware
of any other  material  non-compliance  that would require repair or replacement
that would have a material effect on its financial position. As part of the Year
2000 process,  formal communication with the Company's suppliers,  customers and
other support  services  will be initiated  during the first quarter of 1999 and
efforts will continue until positive  statements of readiness have been received
from all third parties.  To date, the Company is not aware of any non-compliance
by its customers or suppliers  that would have material  impact on the Company's
business.   Nevertheless,   there  can  be  no  assurance   that   unanticipated
non-compliance  will not occur, and such  non-compliance  could require material
costs to repair or could cause material disruptions if not repaired. The Company
is  in  the  process  of  developing  a  strategy  to  address  these  potential
consequences  that may  result  from  unresolved  Year 2000  issues,  which will
include the development of one or more contingency plans by mid 1999.


Certain statements in this Form 10-Q are "forward-looking statements" within the
meaning  of  Section  27A of  the  Securities  Act  of  1933,  as  amended  (the
"Securities  Act"),  and Section 21E of the Securities  Exchange Act of 1934, as
amended,  which are intended to be covered by the safe harbor  provisions of the
Private  Securities  Litigan  Reform  Act of 1995.  Forward  looking  statements
involve a number of risks and uncertainties. The Company's actual operations may
differ   significantly  from  the  results  discussed  in  the  forward  looking
statements.  Such  statements  can be identified  by the use of forward  looking
terminology  such as "may,"  "will,"  "could,"  "should,"  "expect,"  "intends,"
"anticipate,"  "estimate,"  or  "continue,"  or the  negative  thereof  or other
variations thereon or comparable terminology. Factors which may cuase the actual
results of operations in future  periods to differ  materially  from forecast or
anticipated  results  include,  but  not  limited  to (i)  the  postponement  or
settlement  of any  matter  for which the  Company is  providing  consulting  or
litigation  support  services,  (ii) the  inability of the Company to expand its
business,  (iii) the loss of any material clients or series of clients, (iv) the
failure or delay of client  payments for services  rendered by the Company,  (v)
general economic and business conditions,  both nationally and in the regions in
which the  Company  conducts  business,  (vi) the  failure of the Company or its
material clients,  vendors and suppliers to be Year 2000 compliant or a material
increase  in the costs  associated  with  becoming  Year 2000  compliant,  (vii)
competition, (viii) changes in business strategy, (ix)retention of the Company's
executive  officers,  (x) the  ability of the  Company to attract and retain key
personnel,  (xi) the  availability  and  terms  of  additional  capital  and the
Company's ability to attract additional capital or equity investment,  (xii) the
ability of the Company to obtain  additional  financing  and (xiii)  other risks
described  from time time in the  registrant's  filings with the  Securities and
Exchange  Commission.  Given these  incertainies,  readers are  cautioned not to
place undue reliance on such statements. The registrant undertakes no obligation
to  publicly  release  the  results of any  revisions  to these  forward-looking
statements that may be made to reflect any future events or circumstances.



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.

                  FTI CONSULTING, INC.

Date:  December 10, 1998                       By /s/Gary Sindler
       -----------------                       ------------------
                                               Executive Vice  President,  Chief
                                               Financial Officer,  Secretary and
                                               Treasurer   (principal  financial
                                               and accounting officer)