ENVIRONMENTAL TECTONICS CORP
10-Q, 1999-07-12
INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL
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                           FORM 10-Q
               SECURITIES AND EXCHANGE COMMISSION
                     WASHINGTON, D.C. 20549

(Mark One)

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

     For the quarterly period ended May 28, 1999

                               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 No. 1-10655

               ENVIRONMENTAL TECTONICS CORPORATION
     (Exact name of registrant as specified in its charter)

          Pennsylvania                             23-1714256
  (State or other jurisdiction                   (IRS Employer
of incorporation or organization              Identification No.)

                   COUNTY LINE INDUSTRIAL PARK
                 SOUTHAMPTON, PENNSYLVANIA 18966
            (Address of principal executive offices)
                           (Zip Code)

                         (215) 355-9100
      (Registrant's telephone number, including area code)

     Indicate by check mark whether the registrant (1) has filed
     all reports required to be filed by Section 13 or 15(d) of
     the Securities Exchange Act of 1934 during the preceding
     12 months (or for such shorter period that the registrant
     was required to file such reports), and (2) has been subject
     to such filing requirements for at least the past 90 days.

                 Yes    x             No

     The number of shares outstanding of the registrant's common
     stock as of June 30, 1999 is:  6,841,628


                 PART I - FINANCIAL INFORMATION

Item 1.   Financial Statements

               Environmental Tectonics Corporation
                 Consolidated Income Statements
                           (unaudited)


                                              Three Months Ended
                                             May 28,     May 29,
                                               1999        1998
                                             (thousands, except
                                             share and per share
                                                 information)
Net sales                                      $8,295      $7,460
Cost of goods sold                              4,877       4,711
Gross profit                                    3,418       2,749

Operating expenses:
  Selling and administrative                    1,870       1,662
  Research and development                        122          88
                                                1,992       1,750
Operating income                                1,426         999

Other expenses:
  Interest expense                                177         265
  Other, net                                       18          22
                                                  195         287

Income before income taxes                      1,231         712
Provision for income taxes                        431         248

Income before minority interest                   800         464
Income (loss) attributable to
  minority interest                               (35)          -

Net income                                     $  835      $  464

Per share information:
  Income available to common
    shareholders                               $  669      $  386
  Income per share:  basic                     $ 0.11      $ 0.07
  Income per share:  diluted                   $ 0.10      $ 0.07
  Number of shares:  basic                  6,293,000   5,180,000
  Number of shares:  diluted                6,925,000   5,620,000

Note:     All share amounts have been restated to reflect a 2 for
          1 stock split effective May 28, 1999.

     The accompanying notes are an integral part of the
consolidated financial statements.
  <PAGE 1>
               Environmental Tectonics Corporation
                   Consolidated Balance Sheets
                           (unaudited)


                                          May 28,   February 26,
                                            1999        1999
                                          (amounts in thousands,
                                          except share and per
                                           share information)
               Assets
Current assets:
  Cash and cash equivalents               $ 6,642      $ 5,344
  Cash equivalents restricted for
    letters of credit                          47           47
  Accounts receivable, net                  8,689        9,656
  Costs and estimated earnings
    in excess of billings on
    uncompleted long-term
    contracts                               8,304       10,416
  Inventories                               4,570        3,118
  Deferred tax asset                        1,136        1,136
  Prepaid expenses and other
    current assets                            625          787
                                           30,013       30,504
Property, plant and equipment,
  at cost, net of accumulated
  depreciation of $7,652 at
  May 28, 1999 and $7,527 at
  Feb 26, 1999                              2,823        2,842
Software development costs, net
  of accumulated amortization
  of $4,795 at May 28, 1999
  and $4,619 at February 26, 1999             961        1,137
Other assets                                  991          965

      Total assets                        $34,788      $35,448

Liabilities and Stockholders' Equity
               Liabilities
Current liabilities:
  Current portion of long-
    term debt                             $   121      $   121
  Accounts payable - trade                  1,582        1,554
  Billings in excess of costs
    and estimated earnings on
    uncompleted long-term
    contracts                               6,071        6,775
  Customer deposits                         5,091        5,696
  Accrued income taxes                      1,120          920
  Accrued liabilities                       1,358        1,683

      Total current liabilities            15,343       16,749
 <PAGE 2>
Long-term debt, less current portion:
  Subordinated debt                         4,135        4,124
  Other                                        61           95
                                            4,196        4,219
Deferred income taxes                         702          702

      Total liabilities                    20,241       21,670

Redeemable cumulative preferred
  stock, $100 par and redemption
  value; 25,000 shares authorized,
  issued and outstanding at
  May 29, 1998.  (See Note 5)                   0        2,372
Minority interest                             341          376

               Stockholders' Equity
Common stock; $.05 par value;
  10,000,000 shares authorized;
  6,840,128 and 6,166,412 issued
  and outstanding at May 28, 1999
  and February 26,1999, respectively          342          308
Capital contributed in excess of par
  value of common stock                     5,720        3,240
Foreign currency exchange adjustment           14           21
Retained earnings                           8,130        7,461

      Total stockholders' equity           14,206       11,030

      Total liabilities and stockholders'
        equity                            $34,788      $35,448


Note:     All share amounts have been restated to reflect a 2 for
          1 stock split effective May 28, 1999.

     The accompanying notes are an integral part of the
consolidated financial statements.
  <PAGE 3>
               Environmental Tectonics Corporation
              Consolidated Statements of Cash Flows
                           (unaudited)

                                             Three months ended
                                            May 28,       May 29,
                                              1999         1998
                                           (amounts in thousands)
Cash flows from operating activities:
  Net income                                $   835      $   464
  Adjustments to reconcile net income
    to net cash (used) provided by
    operating activities:
    Depreciation and amortization               419          373
    Provision for losses on accounts
      receivable and inventories                 20          (14)
    Minority interest                           (35)           0
    Changes in operating assets and
      liabilities:
      Accounts receivable                       967         (321)
      Costs and estimated earnings in
        excess of billings on uncompleted
        long-term contracts                   2,112       (2,909)
      Inventories                            (1,402)         429
      Prepaid expenses and other assets         119          (99)
      Other assets                              (51)           0
      Accounts payable                           28         (235)
      Billings in excess of costs and
        estimated earnings on uncompleted
        long-term contracts                    (704)        (105)
      Customer deposits                        (605)        (463)
      Accrued income taxes                      200         (699)
      Other accrued liabilities                (325)         527
      Payments under settlement agreements      (30)         (60)

Net cash provided (used) by operating
  activities                                  1,548       (3,112)

Cash flows from investing activities:
  Acquisition of equipment                     (207)        (158)
  Capitalized software development costs          0          (99)
  Purchase of subsidiary, net                     0           60

Net cash used in investing activities          (207)        (197)
  <PAGE 4>
Cash flows from financing activities:
  Net borrowings under credit facility            0        4,164
  Payment of dividends on preferred stock       (38)         (68)
  Increase in cash equivalents restricted
    for letters of credit                         0          (10)
  Decrease in notes payable - related party       0         (500)
  issuance of common stock/warrants             (12)           0
  Capital leases/other                            7           27

Net cash (used) provided by
  financing activities                          (43)       3,613

Net increase in cash and cash
  equivalents                                 1,298          304
Cash and cash equivalents at
  beginning of period                         5,344          225
Cash and cash equivalents at
  end of period                             $ 6,642      $   529

Supplemental schedule of cash flow
  information:
  Interest paid                                   0          188
  Income taxes paid                             284          756

     Supplemental information on noncash operating and investing
activities:  During the three month period ended May 28, 1999,
the Company transferred a $100 demonstration unit from property,
plant and equipment to inventory. The unit was subsequently sold.
During the three month period ended May 29, 1998, the Company
transferred $36 of other assets to property, plant and equipment.
In connection with an acquisition in April 1998, the Company
issued 55,000 shares of its common stock and a three-year
interest-only note for $350.

     The accompanying notes are an integral part of the
consolidated financial statements.
  <PAGE 5>
               Environmental Tectonics Corporation
           Notes to Consolidated Financial Statements

1. Basis of Presentation

     The accompanying consolidated financial statements include
the accounts of Environmental Tectonics Corporation ("ETC" or the
"Company"), its wholly-owned subsidiaries ETC International
Corporation and Entertainment Technology Corporation, and its
majority-owned subsidiary ETC-PZL Aerospace Industries, Ltd.
("ETC-PZL").

     The accompanying consolidated financial statements have been
prepared by Environmental Tectonics Corporation, without audit,
pursuant to the rules and regulations of the Securities and
Exchange Commission, and reflect all adjustments which, in the
opinion of management, are necessary for a fair statement of the
results for the interim periods presented.  All such adjustments
are of a normal recurring nature.

     Certain information in footnote disclosures normally
included in financial statements prepared in accordance with
generally accepted accounting principles has been condensed or
omitted pursuant to such rules and regulations, although the
Company believes the disclosures are adequate to make the
information presented not misleading.  These financial statements
should be read in conjunction with the financial statements and
the notes thereto included in the Company's Annual Report on Form
10-KSB for the year ended February 26, 1999.

     Certain reclassifications have been made to the 1998
financial statements to conform with the 1999 presentation.

2. Earnings per Share

     Basic earnings per share excludes dilution and is computed
by dividing income available to common shareholders by the
weighted average common shares outstanding for the period.
Diluted earnings per share reflects the potential dilution that
could occur if securities or other contracts to issue common
stock were exercised and converted into common stock or resulted
in the issuance of common stock that then shared in the earnings
of the entity.  The following table demonstrates the components
of basic and diluted earning per share for the three month
periods ended May 28, 1999 and May 29, 1998.

     All earnings per share and share amounts have been restated
to reflect a 2 for 1 stock split effective May 28, 1999.
  <PAGE 6>
                                              Three months ended
                                             May 28,     May 29,
                                               1999        1998
                                           (amounts in thousands,
                                            except share and per
                                              share information)

Net income                                  $    835    $    464
Less preferred stock dividends                   (38)        (68)
Less accretion of preferred stock               (128)        (10)

Income available to common stockholders     $    669    $    386

Basic earnings per share:
  Weighted average shares                   6,293,000   5,180,000
  Per share amount                          $    0.11   $    0.07

Diluted earnings per share:
  Weighted average shares                   6,293,000   5,180,000
  Effect of dilutive securities:
    Stock options                             170,000      49,000
    Stock warrants                            462,000     391,000
                                            6,925,000   5,620,000
    Per share amount                        $    0.10   $    0.07

     As of May 29, 1998, 800,000 shares of common stock issuable
pursuant to the conversion provisions of convertible subordinated
debt and preferred stock were not included in the computation of
diluted earnings per share because the effect of the assumed
conversion was anti-dilutive.

3.   Accounts Receivable

     The components of accounts receivable are as follows:

                                           May 28,   February 26,
                                             1999        1999
                                           (amounts in thousands)
U.S. Government receivables billed and
  unbilled contract costs subject to
  negotiation                              $5,543       $ 4,529
U.S. commercial receivables billed            763           598
International receivables billed            2,768         4,914

                                            9,074        10,041
Less allowance for doubtful accounts         (385)         (385)

                                           $8,689       $ 9,656
  <PAGE 7>
U.S. Government receivables billed and unbilled contract costs
subject to negotiation:

     Unbilled contract costs subject to negotiation represent
claims made or to be made against the U.S. Government under a
contract for a centrifuge.  These costs were recorded during
fiscal years 1994, 1995 and 1998.  The Company has recorded
claims, amounting to $2.75 million, to the extent of contract
costs incurred, and accounts receivable of $1.7 million,
representing the balance due under the contract. Claim costs have
been incurred in connection with U.S. Government caused delays,
errors in specifications and designs, and other unanticipated
causes and may not be received in full during fiscal 2000.  In
accordance with generally accepted accounting principles, revenue
recorded by the Company from a claim does not exceed the incurred
contract costs related to the claim.  The Company currently has
approximately $12.0 million in claims filed with the U.S.
Government (including the aforementioned recorded claim and
accounts receivable balances), which are subject to negotiation
and audit by the U.S. Government.  The U.S. Government has
responded to the claims with either denials or deemed denials
that the Company has appealed.  In February 1999, the U.S.
Government made an unsolicitated offer for settlement which the
Company deemed inadequate.

International receivables billed:

     International receivables billed includes $0.9 million
related to a certain contract with the Royal Thai Air Force
("RTAF").

     In October 1993, the Company was notified by the RTAF that
the RTAF was terminating a certain $4.6 million simulator
contract with the Company.  Although the Company had performed in
excess of 90% of the contract, the RTAF alleged a failure to
completely perform.  In connection with this termination, the
RTAF made a call on a $229,000 performance bond, as well as a
draw on an approximately $1.1 million advance payment letter of
credit.  Work under this contract had stopped while under
arbitration, but on October 1, 1996, the Thai Trade Arbitration
Counsel rendered its decision under which the contract was
reinstated in full and the Company was given a period of nine
months to complete the remainder of the work.  Except as noted in
the award, the rights and obligations of the parties remain as
per the original contract including the potential invoking of
penalties or termination of the contract for delay.  On
December 22, 1997, the Company successfully performed acceptance
testing and the unit passed with no discrepancy reports.
Although the contract was not completed in the time allotted, the
Company has requested an extension on the completion time due to
various extenuating circumstances, including allowable "force
majeure" events.  The balance due on the contract is still under
review.  However, the Company is not able to determine what, if
any, impact the extended completion period and the current
<PAGE 8> economic  condition in Thailand will have upon the
receipt of final payment.

4. Inventories

     Inventories are valued at the lower of cost or market using
the first-in, first out (FIFO) method and consist of the
following (net of reserves):

                                          May 28,   February 26,
                                            1999        1999
                                          (amounts in thousands)

Raw materials                              $  494      $  388
Work in Process                             4,076       2,730
                                           $4,570      $3,118

5.   Subordinated Debt and Preferred Stock

     The components of the subordinated debt and preferred stock
at May 28, 1999 and February 26, 1999, were as follows:

                    May 28, 1999             February 26, 1999
              Subordinated   Preferred   Subordinated   Preferred
                  Debt         Stock         Debt         Stock
                             (amounts in thousands)

Face value       $4,000         $0          $4,000        $2,500
Deferred
  financing
  costs            (311)         0            (311)         (208)
Amortization
  of finance
  costs              96          -              85             -
Accretion of
  preferred
  stock               -          0               -            80
                  3,785          0           3,774         2,372
Debt issued
  for acqui-
  sition            350          0             350             0

    Total        $4,135         $0          $4,124        $2,372

     On February 26, 1999, the Company issued a redemption notice
to redeem the outstanding 25,000 shares of Series A Preferred
Stock in their entirety.  On March 25, 1999, the Company received
notice that Sirrom Capital Corporation had exercised its
conversion rights to convert its 25,000 shares of Series A
Preferred Stock into the Company's common shares.  Consequently,
on April 19, 1999, the Series A Preferred Stock was retired and
666,666 shares of common stock were issued to Sirrom Capital
Corporation.  Concurrent with this transaction, the Company
charged retained earnings for $128 representing the difference
between carrying amount and face value of the Preferred Stock.
<PAGE 9>

6.   Stockholders' Equity

     The components of stockholders' equity at May 28, 1999 and
February 26, 1999 were as follows:

<TABLE>
<CAPTION>
                                               Common Stock      Additional    Foreign   Retained
                                              Shares    Amount     Capital    Currency   Earnings     Total
<S>                                         <C>          <C>     <C>          <C>        <C>        <C>
                                                    (amounts in thousands, except share information)

Balance, February 26, 1999                  3,083,206    $308       $3,240       $21      $7,461    $11,030
Net income for three month period ended
  May 28, 1999                                      -       -            -         -         835        835
Stock Split effective May 28, 1999          3,083,206       -            -         -
Dividend on Preferred stock                         -       -            -         -         (38)       (38)
Accretion of preferred stock                        -       -            -         -        (128)      (128)
Shares issued in connection with
  conversion of Preferred Stock               666,666      33        2,467         -           -      2,500
Shares issued in connection with employee
  stock purchase and stock option plans         7,050       1           13         -           -         14
Foreign currency exchange adjustments               -       -            -        (7)          -         (7)
Balance at May 28, 1999                     6,840,128    $342       $5,720       $14      $8,130    $14,206
</TABLE>

7.   Acquisition of ETC-PZL Aerospace Industries, Ltd.

     On April 21, 1998, ETC acquired 65% ownership of MP-PZL
Aerospace Industries, Ltd. ("MP-PZL"), a simulation and advanced
training  device manufacturing company located in Warsaw, Poland
for $375,000 in cash, a 8% interest-only three-year note payable
for $350,000 and  55,000 shares of ETC's common stock.  MP-PZL
was subsequently renamed ETC-PZL Aerospace Industries, Ltd.
("ETC-PZL").  ETC's cost for this acquisition was $1,220,000 and
has been recorded in the accompanying balance sheet under the
purchase method of accounting for business combinations.  In
connection with the acquisition, the Company  recorded goodwill
of $662,000 and a minority interest of $300,000.  Amortization
expense was $8 and $0 respectively for the three month periods
ending May 28, 1999 and May 29, 1998.  Additionally, accumulated
amortization was $33 and $25, respectively, at May 28, 1999 and
February 26, 1999.  ETC-PZL's fiscal period ends December 31,
1999.  The results of ETC-PZL for the period January 1, 1999
through March 31, 1999 have been included in ETC's results of
operations for the three months ended May 28, 1999.  On a pro
forma basis, had the Company consolidated the results of ETC-PZL
in the prior fiscal period, the following comparisons would
result:

                                    Three months ended:
                           May 28,       May 29,        May 29,
                             1999          1998           1998
                                                      (pro forma)
                                (amounts in thousands, except
                                  share and per share data)
  <PAGE 10>
Net Sales                     8,295         7,460           7,836
Gross Profit                  3,418         4,711           4,821
Operating Income              1,426           999             918
Net Income                      835           464             430

Per share information:
  Income available to
    common shareholders   $     669     $     386       $     352
  Income per share:
    basic                 $    0.11     $    0.07       $    0.07
  Income per share:
    diluted               $    0.10     $    0.07       $    0.06
  Number of shares:
    basic                 6,293,000     5,180,000       5,180,000
  Number of shares:
    diluted               6,925,000     5,620,000       5,620,000

8.   Reporting Comprehensive Income

     In June 1997, the Financial Accounting Standards Board
("FASB") issued Statement of Financial Accounting Standards
("SFAS") No. 130, "Reporting Comprehensive Income."  SFAS No. 130
establishes standards to provide prominent disclosure of
comprehensive income items.  Comprehensive income is the change
in equity of a business enterprise during a period from
transactions and other events and circumstances from non-owner
sources.  SFAS No. 130 is effective for all periods beginning
after December 15, 1997.  Effective February 28, 1998, the
Company adopted SFAS No. 130 which had no material impact on the
Company's consolidated financial position or results of
operation.

9.   Business Segment Presentation:

     In June 1997, FASB issued SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information."  SFAS No. 131
requires that public business enterprises report certain
financial information about operating segments in the complete
sets of financial statements of the enterprise and in condensed
financial statements of interim periods issued to shareholders.
It also requires that public business enterprises report certain
information about their products and services, the geographic
areas in which they operate and their major customers.  SFAS No.
131 is effective for all periods beginning after December 15,
1997.  Effective February 28, 1998, the Company adopted SFAS No.
131 which had no impact on the Company's consolidated financial
position or results of operation.

10.  Derivative Instruments and Hedging Activity

     In June 1998, FASB issued SFAS No. 133, "Accounting and
Derivative Instruments and Hedging Activity."  SFAS No. 133
establishes accounting and reporting standards for derivative
instruments, including certain derivative instruments imbedded in
other contracts and for hedging activities.  It requires that an
<PAGE 11> entity recognize all derivatives as either assets or
liabilities in the statement of financial position and measure
those instruments as fair value.  If certain conditions are met,
a derivative may be specifically designated as a hedge.  The
accounting for changes in the fair value of a derivative (gains
and losses) depends on the intended use of the derivative and
resulting designation.  SFAS No. 133 is effective for all fiscal
quarters of fiscal years beginning after June 15, 1999.  Earlier
application is permitted only as  of the beginning of any fiscal
quarter.  The Company is currently reviewing the provisions of
SFAS No. 133.
  <PAGE 12>
Item 2.   Management's Discussion and Analysis of Results of
          Operations and Financial Condition

     Certain statements contained herein constitute "forward-
looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995.  Forward-looking statements
include but are not limited to:  statements regarding future
product development, technological advances and market acceptance
of products.  Such forward-looking statements involve known and
unknown risks, uncertainties and other factors which may cause
the actual results, performance or achievements of the Company,
or industry results, to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements.  Such factors include, among other
things, general economic and business conditions, competition,
technological advances, political unrest in customer countries,
contract cancellations and other risk factors that are detailed
in this document and in other periodic reports and registration
statements filed by the Company with the Securities and Exchange
Commission.  All forward-looking statements included in this
document are based on information available to the Company on the
date hereof, and the Company assumes no responsibility to update
any such forward-looking statements.  Accordingly, past results
and trends should not be used by investors to anticipate future
results or trends.

Results of Operations

Three months ended May 28, 1999 compared to May 29, 1998.

     The Company had net income of $835,000, or $.10 per share
(diluted, post-split), for the three months ended May 28, 1999,
versus net income of $464,000, or $.07 per share (diluted,
post-split), for the corresponding first quarter of fiscal 1999.
Sales for the quarter were $8,295,000, an increase of $835,000 or
11% over the corresponding prior period. The primary contributor
to the sales increase was international contracts for the
Company's Aircrew Training Systems.  Overall, international sales
were up $1,661,000, 32% over the prior period, and represented
83% of the Company's total sales, up from 70% a year ago. Sales
of the Company's Aircrew Training Systems increased $849,000, or
14%, primarily reflecting the international activity.

     Gross profit increased $669,000, or 24%, reflecting higher
sales at a higher gross margin rate.  As a percentage of sales,
gross profit was 41%, compared to 37% for the same period a year
ago.

     Selling and administrative expenses increased $208,000, or
13%, primarily reflecting the addition of local expenses for the
Company's Polish subsidiary acquired in April 1998.  Selling and
administrative expenses were 23% of revenues for the three months
ended May 28, 1999, which approximated the prior period rate.
  <PAGE 13>
     Research and development expenses were $122,000, an increase
of $34,000, or 39%, from the prior period reflecting additional
product development primarily in the hyperbaric line.

     Interest and other fees were down from the prior period
reflecting reduced interest charges on reduced cash borrowings.

     The Company's tax rate approximates the statutory rate.

Liquidity and Capital Resources

     During the three month period ended May 28,1999, the Company
generated $1,548,000 of cash from operating activities.  This was
primarily a result of a reduction in costs and estimated earnings
in excess of billings on uncompleted long-term contracts, a
reduction in accounts receivable and cash generated from net
income. Strong collections on large percentage-of-completion
contracts as well as other billings was the primary contributor
to the cash generation.  Partial offsets were a build-up in
inventory reflecting the production cycle, a reduction in
billings in excess of costs and estimated earnings on uncompleted
long-term contracts, and a reduction in customer deposits.

     Investment activities consisted solely of purchases for
capital equipment.

     Financing activities were minimal and consisted primarily of
dividend payments on  preferred stock for a partial period in the
quarter. On April 19, 1999, the Series A Preferred Stock was
converted into common stock.  Thus, the Company's obligation to
make dividend payments on the Series A Preferred Stock ceased as
of that date.  On May 31, 1999, the Company's revolving credit
agreement with its lender expired, although there were no cash
borrowings outstanding and the Company had a significant cash
balance.  The lender has indicated its intention to renew the
agreement for at least one year.

     The Company's sales backlog at May 28, 1999, and
February 26, 1999 for work to be performed and revenue to be
recognized under written agreements after such dates was
approximately $35.2 million and $33.5 million, respectively.

Year 2000 Disclosures

     The majority of the Company's information technology and
non-information technology systems are Year 2000 compliant.  The
Company presently anticipates that the remainder of the Company's
systems will be Year 2000 compliant by September 1999.  The
Company is in the process of investigating its supply-chain.

     The Company has expended $3,000 in the three-month period
ended May 28, 1999 with respect to Year 2000 compliance, and
expects to incur approximately $86,000 of additional expenses to
complete the compliance process.
  <PAGE 14>
     The Company's most likely worst case Year 2000 scenario
would be to lose the Company's accounting and network
applications and PC's in the Company's main facility located in
Southampton, Pennsylvania. If this event occurs, the Company will
be able to continue its manufacturing activities and would
manually proceed to perform other tasks and activities. The
Company has a written contingency plan to address potential Year
2000 problems.
  <PAGE 15>
                   PARt II - OTHER INFORMATION

Item 1.   Legal Proceedings

     In June 1999, a lawsuit commenced against the Company in
April 1997, in the United States District Court for the District
of Puerto Rico by an employee  of a customer who claimed to have
been injured as a result of an alleged malfunction of a
sterilizer manufactured by the Company was settled with no
material impact on the Company.

Item 2.  Changes in Securities

     The constituent instruments defining the rights of the
holders of any class of securities were not modified nor were the
rights evidenced by any class of registered securities materially
limited or qualified during the period covered by this report.

Item 3.   Defaults Upon Senior Securities

     No defaults occurred during the period covered in this
report.

Item 4.   Submission of Matters to Vote of Security Holders

     None

Item 5.   Other Information

     None

Item 6.   Exhibits and Reports on Form 8-K

     (a)  Exhibits:
          3.1  Articles of Incorporation (Incorporated herein by
               reference to Exhibit 3.1 to the Registrants'
               Annual Report on Form 10-KSB for the fiscal year
               ended February 28, 1997).

          3.2  Bylaws (Incorporated herein by reference to
               Exhibit 3 (ii) to the Registrant's Annual Report
               on Form 10-K for the fiscal year ended February
               25, 1994).

          27   Financial Schedule Data

     (b)  Reports on Form 8-K

          None
  <PAGE 16>
                           Signatures

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

                              ENVIRONMENTAL TECTONICS CORPORATION

                              (Registrant)

Date: July 12, 1999           By:  /s/ Duane Deaner
                                   Duane Deaner
                                   Chief Financial Officer
                                   (authorized officer and
                                   principal financial officer)
  <PAGE 17>
                          EXHIBIT INDEX

3.1  Articles of Incorporation (Incorporated herein by
     reference to Exhibit 3.1 to the Registrants' Annual
     Report on Form 10-KSB for the fiscal year ended
     February 28, 1997).

3.2  Bylaws (Incorporated herein by reference to Exhibit 3
     (ii) to the Registrant's Annual Report on Form 10-K for
     the fiscal year ended February 25, 1994).

27   Financial Schedule Data
  <PAGE 18>


<TABLE> <S> <C>

<ARTICLE> 5
<MULTIPLIER> 1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          FEB-25-2000
<PERIOD-END>                               MAY-28-1999
<CASH>                                           6,689
<SECURITIES>                                         0
<RECEIVABLES>                                    8,689
<ALLOWANCES>                                       360
<INVENTORY>                                      4,570
<CURRENT-ASSETS>                                30,013
<PP&E>                                          10,475
<DEPRECIATION>                                   7,652
<TOTAL-ASSETS>                                  34,788
<CURRENT-LIABILITIES>                           15,343
<BONDS>                                              0
                                0
                                          0
<COMMON>                                         3,548
<OTHER-SE>                                           0
<TOTAL-LIABILITY-AND-EQUITY>                    34,788
<SALES>                                          8,295
<TOTAL-REVENUES>                                 8,295
<CGS>                                            4,877
<TOTAL-COSTS>                                    1,992
<OTHER-EXPENSES>                                    18
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                                 177
<INCOME-PRETAX>                                  1,231
<INCOME-TAX>                                       431
<INCOME-CONTINUING>                                835
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                       835
<EPS-BASIC>                                       0.11
<EPS-DILUTED>                                     0.10


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