10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549
                              --------------------

                                    FORM 10-Q

             [x] QUARTERLY REPORT PURSUANT UNDER SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                     For the Nine Months Ended June 30, 1996

              [ ] 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 33-28214-NY

                Micro Holding Corp. (formerly Micro Care, Inc.)
             Exact name of Registrant as specified in its charter)

            New York                                   11-2714923
(State or other jurisdiction of                    (I.R.S. Employer
 incorporation or organization)                  Identification Number)

1952 Jericho Turnpike, East Northport, NY                11731
(Address of principal executive offices)              (Zip Code)

Registrant's telephone number, including area code: (516) 462-6700

Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:Common Stock
                                                           $.001 par value



                 MICRO HOLDING CORP. (formerly MICRO CARE, INC.)
                      UNAUDITED CONSOLIDATED BALANCE SHEETS


                                              June 30, 1996        June 30, 1995
                                              -------------        -------------
                                                                 
ASSETS                                                           
                                                                 
      Assets                                  $         -.-        $         -.-
                                              =============        =============
                                                                 
                                                                 
LIABILITIES AND STOCKHOLDERS' EQUITY                             
                                                                 
                                                                 
      Liabilities                             $         -.-        $         -.-
                                              -------------        -------------
                                                                 
Stockholders' equity                                             
   Common stock                                    21,691               21,691
   Surplus - Paid In                              282,996              282,996
   Treasury stock                                 (21,000)             (21,000)
                                              -------------        -------------
      Outstanding stock                           283,687              283,687
                                              -------------        -------------
                                                                 
   Retained Earning/Deficit                      (283,687)            (283,687)
                                              -------------        -------------
                                                                 
Liabilities & Stockholders Equity             $         -.-        $         -.-
                                              =============        =============
                                                            


                 MICRO HOLDING CORP. (formerly MICRO CARE, INC.)
                 UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE NINE MONTHS ENDED JUNE 30,


                                                  1996                 1995
                                              -------------        -------------

The Company ceased operations in July 31, 1991 
and has been inactive since.






                 MICRO HOLDING CORP. (formerly MICRO CARE, INC.)
          UNAUDITED CONSOLIDATED AND COMBINED STATEMENTS OF CASH FLOWS
                       FOR THE NINE MONTHS ENDED JUNE 30,


                                                  1996                 1995
                                              -------------        -------------

                                               No Activity          No Activity




                 MICRO HOLDING CORP. (formerly Micro Care, Inc.)
                          NOTES TO FINANCIAL STATEMENTS
                                   (UNAUDITED)


Note 1-Summary of Significant Accounting Policies

A.   The Company:

Micro Holding Corp. (formerly Micro Care, Inc.) was incorporated in the State of
New York on November 14, 1984. The Company was engaged in the repair and service
of personal computers and computer peripherals  principally through the sale and
renewal of  maintenance  contracts.  As of July 31, 1991, the Company ceased all
operations.

B.   Unaudited Information:

In the  opinion  of  management,  all  adjustments,  consisting  only of  normal
recurring adjustments,  necessary for a fair presentation of financial position,
results  of  operations  and cash  flows  have been  included  in the  financial
statements.


                                       4



                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS


     Micro Holding Corp. (formerly Micro Care, Inc.) (the "Company") was engaged
in the  business  of  servicing  and  repairing  microcomputers  and  peripheral
equipment principally through the sale and renewal of maintenance contracts.  On
July 31, 1991, the Company ceased operations.

     The  Company  was  incorporated  under the laws of the State of New York on
November 14, 1984.  The Company  operated  its business  under the  unregistered
trademark "Micro Care." Its offices are located at 1952 Jericho  Turnpike,  East
Northport, NY 11731. Its telephone number is (516) 462-6700.



                                       5



                                   Signatures


     Pursuant  to the  requirements  of  Section  13 or 15(d) 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.



                                 Micro Holding Corp. (formerly Micro Care, Inc.)
                                 (REGISTRANT)




                                 By: /s/ James J. Charles
                                    -------------------------------------
                                     James J. Charles, President

EX-27

 


<ARTICLE>                     5
<MULTIPLIER>                  1
       
                             
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                              SEP-30-1996
<PERIOD-END>                                   JUN-30-1996
<CASH>                                                   0
<SECURITIES>                                             0
<RECEIVABLES>                                            0
<ALLOWANCES>                                             0 
<INVENTORY>                                              0
<CURRENT-ASSETS>                                         0
<PP&E>                                                   0
<DEPRECIATION>                                           0
<TOTAL-ASSETS>                                           0
<CURRENT-LIABILITIES>                                    0
<BONDS>                                                  0
<PREFERRED-MANDATORY>                                    0
<PREFERRED>                                              0
<COMMON>                                            21,691
<OTHER-SE>                                         (21,691)
<TOTAL-LIABILITY-AND-EQUITY>                             0
<SALES>                                                  0
<TOTAL-REVENUES>                                         0
<CGS>                                                    0
<TOTAL-COSTS>                                            0
<OTHER-EXPENSES>                                         0
<LOSS-PROVISION>                                         0
<INTEREST-EXPENSE>                                       0
<INCOME-PRETAX>                                          0
<INCOME-TAX>                                             0
<INCOME-CONTINUING>                                      0
<DISCONTINUED>                                           0
<EXTRAORDINARY>                                          0
<CHANGES>                                                0
<NET-INCOME>                                             0
<EPS-PRIMARY>                                            0
<EPS-DILUTED>                                            0