BOVIE MEDICAL CORP
10QSB, 2000-05-12
INDUSTRIAL ORGANIC CHEMICALS
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                     U.S. Securities and Exchange Commission

                              Washington D.C. 20549

                                   Form 10-QSB

                                   (Mark One)

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

                  For the quarterly period ended March 31, 2000

                 [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d)
                               OF THE EXCHANGE ACT

                        For the transition period from to
                                        -
                         Commission file number 0-12183
                                 --------------

                            BOVIE MEDICAL CORPORATION

        (Exact name of small business issuer as specified in its charter)

                               Delaware 11-2644611
                             -- -------------------
                   (State or other jurisdiction (IRS Employer
              of incorporation or organization) Identification No.)

                 734 Walt Whitman Rd., Melville, New York 11747

                    (Address of principal executive offices)

                                 (516) 421-5452

                           (Issuer's telephone number)

     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 [ ]



                      APPLICABLE ONLY TO CORPORATE ISSUERS

 Indicate the number of shares outstanding of each of the issuer's
                                class of common
              stock, as of the latest practicable date: 13,970,334.

<PAGE>

                           BOVIE MEDICAL CORPORATION.
                                   FORM 10-QSB

                                QUARTERLY REPORT

                                 MARCH 31, 2000


<PAGE>



                            BOVIE MEDICAL CORPORATION

                              INDEX TO FORM 10-QSB

Contents

Part I.   Financial Information

        Item 1:       Consolidated Financial Statements:

             Consolidated Balance Sheet - March 31, 2000
             Consolidated Statements of Operations for the
               three Months Ended March 31,  2000 and 1999

             Consolidated Statements of Cash Flows for the

               three Months Ended March 31, 2000 and 1999

              Notes to Financial Statements

        Item 2: Management's Discussion and

               Analysis of Financial Conditions and Results of Operations

Part II.   Other

Information

 Item 1:  Legal

Proceedings

 Item 2:  Changes in Securities

 Item 3:  Defaults Upon Senior Securities

 Item 4:  Submission of Matters to Vote of Security Holders

 Item 5:  Exhibits and Reports on Form 8-K

<PAGE>



PART I. FINANCIAL INFORMATION

ITEM 1: CONSOLIDATED FINANCIAL STATEMENTS


                            BOVIE MEDICAL CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2000
                                   (UNAUDITED)

                                     Assets

         Current assets:
<TABLE>

        <S>                                                     <C>

         Cash                                                  $     595,280
         Trade accounts receivable                                 1,041,808
         Inventories                                               1,809,823
         Prepaid expenses                                             75,571
         Deferred tax asset                                          175,010
         Other receivables                                           119,941
                                                                   ---------

         Total current assets                                      3,817,433

         Property and equipment, net                               1,448,400

         Other assets:

         Repair parts                                                319,768
         Trade name                                                1,673,925
         Patent rights, net                                          208,210
         Deposits                                                      4,765
                                                                  ----------
                                                                   2,206,668
                                                                  -----------

                                                                $  7,472,501
                                                                  ===========
</TABLE>

The accompanying notes are an integral part of the financial statements.
<PAGE>


                            BOVIE MEDICAL CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                 MARCH 31, 2000
                                   (UNAUDITED)
                                   (CONTINUED)

                      Liabilities and Stockholders' Equity
<TABLE>
        <S>                                                   <C>

         Current liabilities:

         Accounts payable                                      $    470,292
         Accrued expense                                            283,326
         Notes payable - current portion                            590,426
         Due to shareholders                                         97,522
                                                                 ----------

         Total current liabilities                                1,441,566


         Stockholders' equity:

         Preferred Stock, par value $.001
          10,000,000 shares authorized
          0 issued and outstanding
          on March 31, 2000                                               --

         Common stock par value $.001; 40,000,000
          shares authorized, issued and outstanding
         13,970,334 shares on March 31, 2000                          14,040
         Additional paid in capital                               20,182,282
         Accumulated deficit                                     (14,165,387)
                                                                  ----------

         Total stockholders' equity                                6,030,935
                                                                  ----------


         Total liabilities and stockholders' equity              $ 7,472,501
                                                                 ===========

</TABLE>


The accompanying notes are an integral part of the financial statements.

<PAGE>

                           BOVIE MEDICAL CORPORATION.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (UNAUDITED)

                                               2000                   1999
<TABLE>
        <S>                                     <C>                    <C>


        Sales                             $ 2,174,324             $ 2,247,064
        Cost of sales                       1,131,321               1,340,541
                                            ---------               ---------

        Gross profit                        1,043,003                 906,523

        Costs and expenses:
        Research and development              109,268                  50,458
        Professional services                 107,741                  81,582
        Salaries and related costs            395,241                 348,995
        Selling, general and administrative   373,769                 407,026
                                            ---------                --------

                                              986,019                 888,061
                                            ---------                 -------

        Gain (Loss) from operations            56,984                  18,462

        Other income (expense):
        Interest, net                     (     4,713)             (   12,947)
        Miscellaneous                           4,565                   3,530
                                           -----------              ----------

                                         (        148)            (     9,045)
                                           -----------              ----------

        Income                                  56,836                   9,045

       Provision for income tax                 19,892                   3,166
        Realized benefit of loss
         carryforward                       (   19,892)            (     3,166)
                                              ---------              ----------

        Net income                       $      56,836             $     9,045
                                             ==========             ===========

        Earnings per share

        Net income:
              Basic                              .01                     N/S
              Diluted                            .01                     N/S

Weighted average number of shares
 outstanding                                  14,007,834            14,709,695
Weighted average number of shares
 adjusted for dilutive securities             14,007,834            16,709,695
</TABLE>

N/S = Not significant

The accompanying notes are an integral part of the financial statements.
<PAGE>


                   BOVIE MEDICAL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999
                                   (UNAUDITED)
<TABLE>

                                                                                2000                      1999
                                                                                ----                      ----


        Cash flows from operating activities
        <S>                                                     <C>                             <C>
        Net income                                                        $    56,836                   $  9,045
        Adjustments to reconcile net income
        to net cash provided by (used in) operating activities:
        Depreciation and amortization                                          66,002                    178,397
        Interest charged on subscription receivable                         (   2,668)                        --

        Changes in current assets and liabilities:

        Receivables                                                           168,240                  ( 129,816)
        Inventories and repair parts                                         (129,501)                    20,477
        Prepaid expenses                                                       10,874                     24,619
        Accounts payable                                                       68,038                     57,888
        Accrued expense                                                        19,180                      4,819
        Other assets                                                           11,202                      3,137
                                                                            ---------                -----------


        Net cash provided by operating activities                             268,203                    168,566

        Cash flows from investing activities

        Increase in fixed assets                                           (   39,043)                 (  41,970)
        Increase in patents                                                (   36,250)                 (  10,000)
                                                                             --------                   --------

        Net cash used in investing activities                              (   75,293)                 (  51,970)
                                                                            ---------                   --------

        Cash flows from financing activities

        Borrowing   - line of credit                                           50,000                    100,000
        Repayment - line of credit                                                 --                   (100,000)
        Decrease in obligations to shareholders                             (   3,457)                        --
        Increase in notes payable                                           (  22,165)                 (  25,042)
        Common shares issued                                                   18,750                         --
        Common shares purchased                                             (  55,832)                        --
                                                                             --------               ------------

        Net cash used in financing activities                               (  12,704)                 (  25,042)
                                                                             --------                   --------

        Net increase (decrease) in cash and cash equivalents                  180,206                     91,554

        Cash and cash equivalents, beginning of period                        415,074                    278,673
                                                                            ---------                   --------

        Cash and cash equivalents, end of period                           $  595,280                 $  370,227
                                                                            =========                   ========
</TABLE>

The accompanying notes are an integral part of the financial statements.
<PAGE>

                   BOVIE MEDICAL CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
               FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999

Cash paid during the three months ended March 31:

                                       2000                1999
                                       ----                ----
<TABLE>
<S>                                     <C>                     <C>

Interest paid                          $ 15,054           $ 11,354
Income Taxes                             - 0 -              - 0 -

</TABLE>

SUPPLEMENTAL SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:

FOR THE THREE MONTHS ENDED MARCH 31, 2000 AND 1999

There were no non-cash  investing and financing  activities in the first quarter
of the year 1999 or 2000.
<PAGE>


                            BOVIE MEDICAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1. INTERIM CONSOLIDATED FINANCIAL STATEMENTS

The  consolidated  financial  statements  include the accounts of Bovie  Medical
Corporation and its wholly owned  subsidiary Aaron Medical  Industries,  Inc. In
the  opinion  of  management,  the  interim  financial  statements  reflect  all
adjustments,  consisting of only normal recurring items, which are necessary for
a fair presentation of the results for the interim periods presented.

The results for interim  periods are not  necessarily  indicative of results for
the full year. These financial statements should be read in conjunction with the
significant  accounting policies and the other notes to the financial statements
included in the Corporation's 1998 Annual Report to the SEC on Form 10-KSB.

NOTE 2.  SIGNIFICANT ACCOUNTING POLICIES

Use of Estimates in the Preparation of Financial Statements

The  preparation  of  consolidated  financial  statements,  in  conformity  with
generally accepted accounting principles,  requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.

Fair Values of financial instruments

Cash and cash equivalents.  Holdings of highly liquid  investments with maturity
of three months or less, when purchased,  are considered to be cash equivalents.
The carrying amount reported in the balance sheet for cash and cash  equivalents
approximates its fair values.

Accounts  receivable  and  accounts  payable.  The  carrying  amount of accounts
receivable and accounts payable on the balance sheet approximates fair value.

Short  term and long  term  debt.  The  carrying  amount  of the bonds and notes
payable and amounts due to shareholders approximates fair value.
Inventories

Inventories  are  stated  at the  lower of cost or  market.  Cost is  determined
principally  on the average cost method.  Inventories  at March 31, 2000 were as
follows:
<TABLE>
                <S>                                             <C>

                Raw materials                             $    1,085,166
                Work in process                                  387,796
                Finished goods                                   336,861
                                                              ----------

                Total                                     $    1,809,823
                                                               =========

</TABLE>


<PAGE>

                            BOVIE MEDICAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Long-Lived Assets

Long-lived  and  assets  consist  of  property,  plant and  equipment,  and
intangible assets.

Property,  plant  and  equipment  are  recorded  at cost less  depreciation  and
amortization.   Depreciation   and   amortization   are  accounted  for  on  the
straight-line  method based on  estimated  useful  lives.  The  amortization  of
leasehold  improvements is based on the shorter of the lease term or the life of
the  improvement.  Betterment and large  renewals,  which extend the life of the
asset,  are capitalized  whereas  maintenance and repairs and small renewals are
expenses, as incurred.  The estimated useful lives are: machinery and equipment,
7-15 years; buildings, 30 years; and leasehold improvements; 10-20 years.

Intangible assets consist of patent rights and goodwill. Goodwill represents the
excess of the cost of assets of the acquired  companies over the values assigned
to  net  tangible  assets.   These   intangibles  are  being  amortized  by  the
straight-line method over a 5 to 20 year period.

Effective  January 1, 1996,  the  Company  the adopted  Statement  of  Financial
Accounting Standards (SFAS) No.121,  Accounting for the Impairment of Long-Lived
Assets and for  Long-Lived  Assets to be Disposed  Of. In  accordance  with SFAS
No.121, the Company reviews long-lived assets for impairment  whenever events or
changes in business  circumstances  occur that indicate that the carrying amount
of the assets may not be recovered.

The Company  assesses the  recoverability  of long-lived  assets held, and to be
used,  based on  undiscounted  cash flows and measures the  impairment,  if any,
using  discounted  cash  flows.  Adoption of SFAS No.121 did not have a material
impact on the Company's  consolidated  financial position,  operating results or
cash flows.

Revenue Recognition and Product Warranty

Revenue  from  sales of  products  is  generally  recognized  upon  shipment  to
customers.  The Company warrants its products for one year. The estimated future
costs of warranties are not material.

Income is recognized in the financial  statements (and the customer billed) when
products are shipped from stock. Net sales are arrived at by deducting discounts
and freight from gross sales.

Environmental Remediation

The Company accrues  environmental  remediation  costs if it is probable that an
asset has been impaired or a liability incurred at the financial  statement date
and the amount can be reasonably estimated.  Environmental  compliance costs are
expenses as  incurred.  Certain  environmental  costs are  capitalized  based on
estimates and depreciated over their useful lives.
<PAGE>

                            BOVIE MEDICAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Earnings Per Common and Common Equivalent Share

In February  1997,  the Financial  Accounting  Standards  Board issued SFAS 128.
"Earnings  Per Share." SFAS 128  establishes  new  standards  for  computing and
presenting  earnings  per share  ("EPS").  Specifically,  SFAS 128  replaces the
previously  required  presentation  of primary EPS with a presentation  of basic
EPS,  requires  dual  presentation  of basic and  diluted EPS on the face of the
income statement for all entities with complex capital structures,  and requires
a  reconciliation  of the numerator and denominator of the basic EPS computation
to the financial  statements  issued for periods ending after December 15, 1997.
In 1997, the Company adopted SFAS 128.

Research and Development Costs

Only the development  costs that are purchased from another  enterprise and have
alternative future use are capitalized and amortized over five years.

Income Taxes

The Company and its wholly-owned  subsidiary file a consolidated  federal income
tax return.

Income taxes are accounted for under the asset and  liability  method.  Deferred
tax assets  and  liabilities  are  recognized  for the  future tax  consequences
attributable to differences  between the financial statement carrying amounts of
existing  assets and  liabilities  and their  respective tax bases and operating
loss and tax credit  carryforwards.  Deferred  tax assets  and  liabilities  are
measured  using  enacted tax rates  expected  to apply to taxable  income in the
years in which those  temporary  differences  are  expected to be  recovered  or
settled.  The effect on deferred tax assets and  liabilities  of a change in tax
rates is recognized in income in the period that includes the enactment date.

Nonmonetary Transactions

The accounting for non-monetary assets is based on the fair values of the assets
involved.  Cost  of a  non-monetary  asset  acquired  in  exchange  for  another
non-monetary  asset is  recorded at the fair value of the asset  surrendered  to
obtain it. The difference in the costs of the assets  exchanged is recognized as
a gain or loss.  The fair value of the asset  received  is used to  measure  the
cost, if it is more clearly evident than the fair value of asset surrendered.

Stock-Based Compensation

The  Company  has  adopted  Accounting  Principles  Board  Opinion  25  for  its
accounting for stock based compensation. Under this policy:

1. Compensation costs are recognized as an expense over the period of employment
attributable to the employee stock options.

<PAGE>



                            BOVIE MEDICAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2.  SIGNIFICANT ACCOUNTING POLICIES(CONTINUED)

Stock-Based Compensation (Continued)

2. Shares  issued in  accordance  with a plan for past or future  services of an
employee are allocated between the expired costs and future costs.  Future costs
are charged to the periods in which the  services are  performed.  The pro forma
amounts of the difference  between  compensation cost included in net income and
related cost measured by the fair value based method, including tax effects, are
disclosed.

New Accounting Standards

In June  1997,  the  Financial  Accounting  Standards  Board  issued  SFAS  130,
"Reporting  Comprehensive  Income". SFAS 130 establishes standards for reporting
and display of  comprehensive  income and its  components  (revenues,  expenses,
gains,  and  losses)  in a full set of  general  purpose  financial  statements.
Specifically,  SFAS 130  requires  that all items  that meet the  definition  of
components of comprehensive  income be reported in a financial statement for the
period in which they are recognized.  However, SFAS 130 does not specify when to
recognize or how to measure the items that make up  comprehensive  income.  SFAS
130 is effective for fiscal years  beginning  after December 15, 1997, and early
application is permitted.

Management  believes the application of SFAS 130 will not have a material effect
on the Company's future financial statements.

In April  1998,  the FASB issued SOP 98-5,  "Reporting  on the Costs of Start-up
Activities,"  which will become  effective  for the Company in fiscal  2000.  It
requires costs of start-up activities and organization costs to be expressed, as
incurred.  The Company  currently follows this approach and such costs have been
minimal in the past.

In June  1997,  the  Financial  Accounting  Standards  Board  issued  SFAS  131,
"Financial  Reporting for Segments of Business  Enterprise." SFAS 131 supersedes
the "industry  segment" concept of SFAS 14 with a "management  approach" concept
as the basis for  identifying  reportable  segments.  SFAS 131 is effective  for
fiscal  years  beginning  after  December  15,  1997 and  early  application  is
permitted.  Management  believes  the  application  of SFAS  131 will not have a
material effect on the Company's future financial statements.

Results of Operations

The  results of  operations  over the three  months  ended  March 31,  2000 show
decreased  sales and  increased  profitability,  as  compared to the first three
months of 1999. The Company's sales revenues decreased by 4%, from $2,247,064 to
$2,174,313.  Gross profit  percentage of 48% was up from 39% for the same period
in 1999.  Gross profit  increased from $906,523 to $1,043,003.  Increased  gross
profit was mainly attributable to increased sales of cauteries and a decrease in
cost of materials on Bovie generators  (product line  purchased).  For the first
quarter  of 2000  and  1999,  cauteries  accounted  for  46%  and 38% of  sales,
respectively.

Operating  salaries  and related  expenses  increased by 13%,  from  $348,995 to
$395,241,  in the three  months  ended  March 31,  2000 as  compared to the same
period in 1999. A significant area of increase was in quality control personnel.

<PAGE>

                            BOVIE MEDICAL CORPORATION
                          NOTES TO FINANCIAL STATEMENTS

NOTE 2.  SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Results of Operations (Continued)

Research and  development  costs increased by 116% from $50,458 to $109,268 from
the  quarter  ended March 31, 1999 to the quarter  ending  March 31,  2000.  The
increase  was mainly  attributable  to  engineering  costs on the new  generator
models being developed.

Expenses  for  professional  services  increased by 32% to $107,741 in the three
months  ended March 31,  2000,  as compared to $81,582 in the same period of the
previous  year.  The  main  reason  for  this  increase  was  professional  fees
associated with public relations.

Selling,  General and Administrative  expenses  decreased by $33,257(8%).  These
expenses  were  $407,026  in the three  month  period  ended  March 31,  1999 as
compared to $373,769 for the three months ended March 31, 2000. The decrease was
mainly  attributable to the decrease in  amortization  attributed to the cost of
the ART manufacturing license, which was sold.

Interest expense increased from $12,947 in the three months ended March 31, 1999
to $15,084 in 2000.  The $2,137  (14%)  increase in interest  expense was mainly
attributable  to the increase in interest in the Company's  line of credit.  The
term loan to the Company's  commercial bank was paid off in the first quarter of
2000.

The  operating  gain was $56,984 in the first  quarter of 2000 as compared to an
operating gain of $18,462 in the same period in 1999.

The Company had a net gain of $56,836 for the three  months ended March 31, 2000
as compared to net gain of $9,045 in 1998 for the same  period.  The main reason
for the  increase of $38,522 in the  operating  income and $47,791 in net income
is:   $136,480   increase  in  gross   profit,   attributable   to  cautery  and
electrosurigical product sales.

The Company  sells its products  mostly  through  distributors  and  independent
representatives  to service the distributors,  both in the international  market
and  in  the  USA.  Distributors  are  contacted  through  response  to  company
advertising in  international  medical  journals or at domestic or international
trade shows. The main focus for export sales has been Western Europe.

The Company has distributors in all major markets in Europe. The Company intends
to continue marketing its products  internationally while concentrating on major
markets for increased market exposure and introduction of new products.

During the first three months of 2000,  international sales of the Aaron Medical
product line increased 8%. These sales were $ 441,431,  which represented 19% of
total sales,  while in 1999 total  international  sales were $410,287 and 19% of
total sales. The Company expects sales to continue to increase since it received
its ISO 9000 certification in the 3rd quarter of 1998.

 <PAGE>

                            BOVIE MEDICAL CORPORATION


PART I.  FINANCIAL INFORMATION (CONTINUED)

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)


Financial Condition

As of March 31, 2000, the amount of cash was $595,280 as compared to $370,227 at
March 31, 1999. Cash provided by operating  activities was $284,502 in the first
quarter of 2000 as compared to $168,566  provided  by  operations  in 1999.  Net
working  capital of the Company on March 31, 2000 was  $2,375,867 as compared to
$1,812,443 in 1999.

Investing  activities  utilized $75,293 in cash during the first three months of
2000,  compared  to  $51,970 in the first  three  months of 1999.  In 2000,  the
Company  continued  its policy of  investing in  property,  plant and  equipment
needed for future business requirements, including manufacturing capacity.

The  Company's ten largest  customers  accounted  for  approximately  56% of net
revenues  for the first three months of 2000.  At March 31,  2000,  the same ten
customers accounted for approximately 59% of outstanding accounts receivable.

Cash flows from financing  activity  provided  $12,704 and used $25,042,  in the
first  three  months  of 2000  and  1999,  respectively.  The  most  significant
financing  activities in the three months ended March 31, 2000 were the purchase
of Company  shares  from a former  major  shareholder  ($55,832)  and  borrowing
$50,000 on the Company credit line.

The Company believes that it has the financial resources needed to meet business
requirements in the foreseeable future,  including capital  expenditures for the
expansion of its manufacturing site, working capital  requirements,  and product
development programs,  which includes its 1998 acquisition and transition of the
Bovie product line  manufacturing  operation to its facility in St.  Petersburg,
Florida.

Outlook

The Company  continues to believe  that the world  market for  disposal  medical
products,  such as the Company's  battery-operated  cauteries,  has  significant
growth  potential  because these types of products  have not been  affordable or
effectively  marketed outside the U.S. Because of these factors, the Company has
designed certain disposable products to be reusable. The Company presently has a
significant  portion of the U.S.  cautery  market and does not expect a dramatic
growth  in  sales  of  cautery-related   products  domestically  unless  an  OEM
arrangement can be obtained with a co-leader in this market.

The Company has focused on expanding its line of  electrosurgical  products both
domestically  and abroad.  Electrosurgical  products sold by the Company include
standard  stainless steel electrodes,  and the Aaron 800 and 1200 high frequency
desiccators.  The Aaron 1200 was introduced in 1998 as well as the Bovie product
line of generators and accessories.

Aaron,  through its private label  capacity,  sees unique  opportunities  in the
domestic  market  as  most  of  its  competitors  do  not  private  label.   The
electrosurgical  product  line is a larger  market than the Company has normally
sold  into and is  dominated  by two main  competitors,  VallyeLab  and  Conmed.
Electrosurgical  product sales moved from fifth place to second in total Company
sales by product line in 1997 and has remained in that position.
<PAGE>


                            BOVIE MEDICAL CORPORATION


PART I.  FINANCIAL INFORMATION (CONTINUED)

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS (CONTINUED)

Liquidity and Future Plans

Since the  acquisition  of Aaron  Medical  Industries,  Inc.,  the  Company  has
partially changed its direction from acquiring  ownership  interest in companies
to acquiring new product  technology  and expanding  manufacturing  capabilities
through Aaron.  The Aaron 800 and Aaron 1200 are examples of this new direction.
Other  electrosurgical  products  and  technologies  are being  developed by the
Company  through  the  use  of  its  own  engineering  staff  and  out  sourcing
engineering development.

In order to maintain and strive for  international  sales growth and its ability
to sell in Europe, management has implemented an ISO 9000/EN46001 quality system
and is certified and has received its CE mark (International Quality Control) in
1998. The Company had obtained a one-year line of credit with a local commercial
bank for  $600,000  and a  three-year  $150,000  loan for capital  improvements.
Interest on these loans is to be paid at 1% over prime.  Balances on these loans
were $ 150,000 and $-0- as of May 5, 2000, respectively.

Bovie  Medical  Corporation  believes  that it has the product mix,  facilities,
personnel,  and  competitive  and financial  resources  for  continued  business
success, but future revenues,  costs,  margins,  product mix and profits are all
subject to the influence of a number of factors, as discussed above.

Forward-looking Statements

This  Report on Form  10-QSB  contains  forward-looking  statements  within  the
meaning of Section  27A of the  Securities  Act of 1933 and  Section  21E of the
Securities Exchange Act of 1934,  including  statements  regarding the Company's
expectations,  hopes,  intentions,  beliefs or strategies  regarding the future.
Such  forward-looking  statements include, but are not limited to, the Company's
anticipated expense levels for research and development, and selling general and
administrative,  anticipated capital  expenditures,  and expectations  regarding
inventory  balances,   liquidity  and  adequacy  of  cash  resources  under  the
sub-headings inventory balances,  liquidity and adequacy of cash resources under
the sub-headings  "Results of Operations" and "Liquidity and Capital Resources".
Actual   results   could  differ   materially   form  those   projected  in  any
forward-looking  statements for the reasons detailed below and in other sections
of this Report on Form 10-QSB.

All  forward-looking  statements  included  in this  Form  10-QSB  are  based on
information  available  to the Company on the date of this  Report.  The Company
assumes no obligation to update the forward-looking statements. Investors should
also consult the risk factors listed from time to time in the Company's  Reports
on Form 10-K and Annual Report to Stockholders.
<PAGE>


                            BOVIE MEDICAL CORPORATION

PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The Company has  instituted  an action for breach of contract  against  Advanced
Refractory  Technology,  Inc. (ART) - (A former major  shareholder) to recover a
deposit of $125,000 .

Also see Form 10-KSB for the year ended December 31, 1999. Part I, Item 3.

ITEM 2.  CHANGES IN SECURITIES

There  have been no  changes in the  instruments  defining  the rights or rights
evidenced by any class of registered securities.

There have been no dividends declared.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

In February of 1997,  the 10-year  notes came due and the Company  offered  each
bond  holder  2,200  shares of common  stock for their  $1,000  bond and accrued
interest  of $550.  Nineteen  bondholders  accepted  the offer  and  forty-three
bondholders  received cash for their bonds and accrued interest.  The balance of
the bondholders have not redeemed their bonds or accepted the shares offered.

ITEM 4.  SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS

There has not been a meeting of shareholders and therefore, no matters have been
submitted to a vote of security holders.

ITEM 5.  EXHIBITS AND REPORTS ON FORM 8-K

A)  Exhibits
28   None
<PAGE>


SIGNATURES:

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

        Bovie Medical Corporation.
        (Registrant)


Date:  _________________


- -------------------------
Chief Executive Officer - Andrew Makrides,

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<FISCAL-YEAR-END>                         DEC-31-2000
<PERIOD-START>                            JAN-01-2000
<PERIOD-END>                              MAR-31-2000
<CASH>                                        595,280
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