BIOMERICA INC
10QSB, 1999-04-14
DENTAL EQUIPMENT & SUPPLIES
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                                  FORM 10-QSB
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C.  20549


                  QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934


For Quarter Ended February 28, 1999                   Commission File No. 0-8765
                  -----------------                                       ------


                                BIOMERICA, INC.
 -------------------------------------------------------------------------------
              (Exact  name of registrant as specified in its charter)



Delaware                                             95-2645573
- --------------------------------------------------------------------------------
(State or other jurisdiction of                      (I.R.S. Employer
incorporation or organization)                       Identification No.)


1533 Monrovia Avenue, Newport Beach, California       92663
- --------------------------------------------------------------------------------
(Address of principal executive offices)              (Zip Code)



Registrant's telephone number including area code:  (949) 645-2111
- --------------------------------------------------------------------------------



                                (Not applicable)
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year, if changed since last
report.)


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

                              Yes     X    No
                                   -------    -------

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date 4,000,845 shares of common Stock
as of April 14, 1999.


<PAGE>


                                BIOMERICA, INC.

                                     INDEX



PART I   Financial Statements:


         Statement of Operations - Three Months and Nine Months
         Ended February 28, 1999 and February 28, 1998..................2 & 3


         Balance Sheet - February 28, 1999..................................4


         Statement of Cash Flows
         Nine Months Ended February 28, 1999 and 1998...................6 & 7


         Statement of Changes in Shareholders' Equity -
         Nine Months Ended February 28, 1999................................8


         Notes to Financial Statements...................................9-12


         Management's Discussion and Analysis of Financial Condition
         and Selected Financial Data..................................13 & 14


PART II  Other Information.................................................15


         Signatures........................................................16




<PAGE>
<TABLE>
                         PART I - FINANCIAL INFORMATION
                        SUMMARIZED FINANCIAL INFORMATION
<CAPTION>

                                BIOMERICA, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS


                                                 Nine Months Ended          Three Months Ended
                                                    February 28,               February 28,
                                               1999            1998          1999           1998
                                            -----------    -----------    -----------    -----------

<S>                                         <C>            <C>            <C>            <C>
Net sales...................................$6,182,537     $6,942,738     $1,826,214     $2,085,773
   Cost of sales............................ 3,932,381      4,077,144      1,191,206      1,207,059
                                            -----------    -----------    -----------    -----------
   Gross profit............................. 2,250,156      2,865,594        635,008        878,714

Operating Expenses:
   Selling, general and administrative...... 2,331,495      2,324,073        746,100        740,359
   Research and development.................   336,674        417,824        107,040        142,658
                                            -----------    -----------    -----------    -----------
                                             2,668,169      2,741,897        853,140        883,017

Other Expense (income):
   Interest expense.........................     9,677         23,412          5,069          6,338

   Other (income), net......................  (178,102)      (117,828)       (22,697)       (26,002)
                                             ----------    -----------    -----------    -----------

   (Loss) Income before minority in-
    terest in net profits of consoli-
   dated subsidiaries and income taxes......  (249,588)       218,113       (200,504)        15,361

Minority interest in net losses (profits)
   losses of consolidated subsidiaries......    58,744         (6,101)        30,889         14,541
                                             ----------    -----------    -----------    -----------

(Loss) income before taxes..................  (190,844)       212,012       (169,615)        29,902

Income Taxes................................     2,400         20,537            800          4,147
                                             ----------    -----------    -----------    -----------

NET (LOSS) INCOME...........................$ (193,244)    $  191,475     $ (170,415)    $   25,755

Other Comprehensive (Loss) Income:
   Unrealized gain on available for
   sale securities..........................   (14,601)         5,067         (6,673)        24,829
                                            -----------    -----------    -----------    ----------- 

Total Comprehensive Income..................$ (207,845)    $  196,542     $ (177,088)    $   50,584
                                            ===========    ===========    ===========    ===========

<PAGE>
<CAPTION>
                         PART I - FINANCIAL INFORMATION
                        SUMMARIZED FINANCIAL INFORMATION

                                BIOMERICA, INC.
                      CONSOLIDATED STATEMENT OF OPERATIONS


                                                 Nine Months Ended          Three Months Ended
                                                    February 28,               February 28,
                                               1999            1998          1999           1998
                                            ------------   -----------    -----------    -----------

<S>                                         <C>            <C>            <C>            <C>
Per share data:
   Net (loss) income - basic................$     (.05)    $      .05     $     (.04)    $      .01
                                            ============   ===========    ===========    ===========
   Net (loss) income - diluted..............$     (.05)    $      .05     $     (.04)    $      .01
                                            ============   ===========    ===========    ===========

Weighted average number of
shares outstanding:
   Basic.................................... 3,974,909      3,936,060      3,981,615      3,978,902
                                            ============   ===========    ===========    ===========
   Diluted.................................. 3,974,909      4,037,847      3,981,615      4,051,866
                                            ============   ===========    ===========    ===========

</TABLE>

<PAGE>

                                BIOMERICA, INC.

                           CONSOLIDATED BALANCE SHEET


<TABLE>
<CAPTION>
                                                                         February 28,
                                                                             1999
                                                                         -------------

Assets

<S>                                                                      <C>
Current Assets
  Cash and cash equivalents............................................  $ 1,683,378
  Available for-sale securities........................................      145,513
  Accounts receivable, less allowance for doubtful accounts............    1,373,154
  Inventory............................................................    2,973,833
  Notes receivable.....................................................       44,734
  Prepaid expenses and other...........................................       60,556
  Insurance claim receivable...........................................      110,000
                                                                        --------------   

          Total Current Assets ........................................    6,391,168

Inventory, non-current.................................................       24,000

Land held for investment...............................................       46,000

Property and Equipment, less accumulated depreciation and amortization..     437,445

Intangible assets, net of accumulated amortization.....................      472,007

Other Assets...........................................................        6,756
                                                                        --------------

                                                                         $ 7,377,376
                                                                        ==============


<FN>
The accompanying notes are an integral part of these statements.
</TABLE>

<PAGE>
                                BIOMERICA, INC.

                           CONSOLIDATED BALANCE SHEET

<TABLE>
<CAPTION>
                                                                      February 28,
                                                                          1999
                                                                      ------------

<S>                                                                   <C>
Liabilities and Shareholders' Equity

Current Liabilities
   Accounts payable and accrued liabilities.........................  $   921,328
   Accrued compensation.............................................      336,721
   Line of credit...................................................      200,000
                                                                      ------------

       Total Current Liabilities....................................    1,458,049

Minority interest...................................................    2,391,052

Shareholders' Equity
   Shareholder loan.................................................      (15,000)
   Common stock.....................................................      320,067
   Additional paid-in-capital.......................................   12,537,594
   Other comprehensive income.......................................       10,985
   Accumulated deficit..............................................   (9,325,371)
                                                                      ------------

Total Shareholders' Equity..........................................    3,528,275
                                                                      ------------

Total Liabilities and Equity........................................  $ 7,377,376
                                                                      ============


<FN>
The accompanying notes are an integral part of these statements.
</TABLE>


<PAGE>
<TABLE>
                                BIOMERICA, INC.

                      CONSOLIDATED STATEMENT OF CASH FLOWS

                  NINE MONTHS ENDED FEBRUARY 28, 1999 AND 1998


<CAPTION>
                                                                       1999             1998
                                                                   ------------     ------------

<S>                                                                <C>              <C>
Cash flows from operating activities:

Net (loss) income................................................. $ (193,244)      $  191,475

Adjustments to reconcile net income to net cash
  provided (used) by operating activities:
   Depreciation and amortization..................................    178,901          184,433
   Realized gain on sale of available for-sale securities.........   (111,885)         (53,447)
   Minority interest in net profits of consolidated subsidiaries..    (58,744)          10,087
   Common Stock options issued for services rendered..............      3,927            6,240
   Common Stock issued for rent...................................     38,000                0
   Loss on disposal of fixed assets...............................      2,310                0
   Changes in current assets and liabilities:
     Accounts Receivable..........................................    233,534         (352,618)
     Inventories..................................................   (439,281)          42,997
     Increase in insurance receivable.............................   (110,000)
     Prepaid expenses and other current assets....................     63,941           28,751
     Accounts payable and other accrued liabilities...............    114,844          200,880
     Accrued compensation.........................................   (108,325)         (12,257)
                                                                   ------------     -----------

Net cash (used by) provided by operating activities...............   (386,022)         246,541
                                                                   ------------     -----------
Net cash flows provided by (used in) investing activities:
   Purchases of property and equipment............................    (80,481)         (94,279)
   Sale of marketable securities, net.............................    254,314          156,389
   Other assets...................................................     17,158           11,178
   Purchases of intangible assets.................................    (78,755)          (4,060)
   Note receivable................................................    (16,249)         (17,000)
                                                                   ------------     -----------

Net cash provided by investing activities.........................     95,987           52,228
                                                                   ------------     -----------

Cash flows from financing activities:
   Shareholder loan repayment.....................................     56,000                0
   Stock repurchase...............................................    (20,575)               0
   (Costs incurred) proceeds from sale of stock...................          0           (4,675)
   Net borrowings under line of credit............................    100,000                0
   Principal payments on note payable to bank.....................          0         (200,000)
   Payments of long-term debt and capital lease obligations.......          0          (15,848)
   Exercise of stock options......................................      5,045            8,254
   Investments by minority interest...............................     (7,632)               0
                                                                   ------------     -----------


<PAGE>

<CAPTION>
                                BIOMERICA, INC.

                      CONSOLIDATED STATEMENT OF CASH FLOWS

                  NINE MONTHS ENDED FEBRUARY 28, 1999 AND 1998


                                                                        1999             1998
                                                                    ------------     -----------    

<S>                                                                 <C>              <C>

Net cash  provided by (used in) financing activities..............     132,838         (212,269)
                                                                    ------------     -----------

Net (decrease) increase in cash and cash equivalents..............    (157,197)          86,500
                                                                    ------------     -----------

Cash at beginning of year.........................................   1,840,575        1,706,151
                                                                    ------------     -----------

Cash at end of Nine Months........................................  $1,683,378       $1,792,651
                                                                    ============     ===========


<FN>
The accompanying notes are an integral part of these statements.
</TABLE>


<PAGE>
<TABLE>
                                                       BIOMERICA, INC.

                                        STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

                                          FOR THE NINE MONTHS ENDED FEBRUARY 28, 1999

<CAPTION>
                                                                 Other
                            Common Stock          Additional     Compre-
                      ------------------------
                      Number of                   Paid-In        hensive       Shareholder   Accumulated
                      Shares        Amount        Capital        Income        Loan          Deficit        Total
                      -----------   ----------    ------------   -----------   ------------  -------------  -----------

<S>                   <C>           <C>           <C>            <C>           <C>           <C>            <C>
Balance at
  May 31, 1998        3,978,302     $ 318,264     $12,513,000    $  57,902      (71,000)     $(9,132,127)   $3,686,039

Stock repurchase        (15,450)       (1,236)        (19,339)                                                 (20,575)

Change in unrealized
  gain on available
  for sale securities                                              (46,917)                                    (46,917)

Compensation expense                                    3,927                                                    3,927

Issuance of shares in
  lieu of rent           31,793         2,543          35,457                                                   38,000

Exercise of employee
  stock options           6,200           496           4,549                                                    5,045

Shareholder loan                                                                  56,000                        56,000

Net loss                                                                                        (193,244)     (193,244)
                      -----------   -----------   ------------   ------------  ------------  -------------  -----------

Balance at
  February 28, 1999   4,000,845     $ 320,067     $12,537,594    $  10,985     $ (15,000)    $(9,325,371)   $3,528,275
                      ===========   ===========   ============   ============  ============  =============  ===========


<FN>
Note:  The authorized capital stock consists of 10,000,000 shares of common stock, par value $.08 per share.   The
accompanying notes are an integral part of these statements.  The accompanying notes are an integral part of these
statements.

</TABLE>

<PAGE>

                         NOTES TO FINANCIAL STATEMENTS


February 28, 1999

(1)  Reference is made to Note 1 of the Notes to Financial Statements contained
     in the Company's Annual Report on Form 10-KSB for the fiscal year ended May
     31, 1998, for a summary of significant accounting policies utilized by the
     Company.

(2)  The information set forth in these statements is unaudited and may be
     subject to normal year-end adjustments.  The information reflects all
     adjustments which, in the opinion of management, are necessary to present a
     fair statement of results of operations of Biomerica, Inc., for the periods
     indicated.  It does not include all information and footnotes necessary for
     a fair presentation of financial position, results of operations, and cash
     flow in conformity with generally accepted accounting principles.

(3)  Management of Lancer completed an assessment of a theft of inventory
     located at its facility in Mexicali, Mexico, on April 6, 1999.  A police
     report and claim with the Company's insurance carrier for the full amount
     have been filed and the Company is actively assessing its security
     measures.

     The estimated loss of $110,000, valued at standard cost, has been reflected
     in the accompanying financial statements as a reduction in inventories and
     as a recordation of an insurance claim receivable.

     To date, Management of Lancer has no information that would lead to believe
     that it will not recover for the theft under its insurance policy, however,
     there can be no assurances given as to the amount that the Company will
     ultimately recover from its insurance carrier.

(4)  Results of operations for the interim periods covered by this Report may
     not necessarily be indicative of results of operations for the full fiscal
     year.

(5)  Reference is made to Note 3 of the Notes to Financial Statements contained
     in the Company's Annual Report on Form 10-KSB for the fiscal year ended May
     31, 1998, for a description of the investments in affiliates and
     consolidated subsidiaries.

(6)  Reference is made to Notes 5 & 11 of the Notes to Financial Statements
     contained in the Company's Annual Report on Form 10-KSB for the fiscal year
     ended May 31, 1998, for information on commitments and litigation.

(7)  Aggregate market value of available-for-sale securities exceeded aggregate
     cost by approximately $10,985 at February 28, 1999.

<PAGE>
(8)  Earnings Per Share
     ------------------

     In February 1997, the Financial Accounting Standards Board ("FASB") issued
     Statement of Financial Accounting Standards (SFAS) No. 128, Earnings Per
     Share("EPS").  SFAS No. 128 requires dual presentation of basic EPS and
     diluted EPS on the face of all income statements issued after December 15,
     1997, for all entities with complex capital structures.  Basic EPS is
     computed as net income divided by the weighted average number of common
     shares outstanding for the period.  Diluted EPS reflects the potential
     dilution that could occur from common shares issuable through stock
     options, warrants and other convertible securities.  All periods presented
     have been restated to adopt the provisions of SFAS No. 128.

     The following table illustrates the required disclosure of the
     reconciliation of the numerators and denominators of the basic and diluted
     EPS computations.

<TABLE>
<CAPTION>
                                             For the Nine Months Ended February 28, 1999
                                           ------------------------------------------------
                                                Income           Shares         Per Share
                                             (Numerator)     (Denominator)       Amount
                                           --------------    --------------   -------------
<S>                                        <C>               <C>              <C>
Basic EPS -
   Loss available to common
    Shareholders.........................  $   (193,244)      3,974,909       $     (.05)
                                                                              =============
Effect of dilutive securities - Options..             -               -
                                           -------------      -------------

Diluted EPS -
   Loss available to common share-
    holders plus assumed conversions.....  $   (193,244)      3,974,909       $     (.05)
                                           =============      =============   ============


<CAPTION>
                                              For the Nine Months Ended February 28, 1998
                                           -----------------------------------------------
                                                Income           Shares         Per Share
                                             (Numerator)     (Denominator)       Amount
                                           --------------    --------------   ------------
<S>                                        <C>               <C>              <C>
Basic EPS -
   Income available to common
    shareholders.........................  $     191,475      3,936,060       $      0.05
                                                                              =============
Effect of dilutive securities - Options..              -        101,787
                                           --------------    --------------

Diluted EPS -
   Income available to common share-
    holders plus assumed conversions.....  $     191,475      4,037,847       $      0.05
                                           ==============    ==============   =============

<PAGE>
<CAPTION>
                                             For the Three Months Ended February 28, 1999
                                          -------------------------------------------------
                                                Income           Shares         Per Share
                                             (Numerator)     (Denominator)       Amount
                                          ----------------  ---------------  --------------
<S>                                       <C>               <C>              <C>
Basic EPS -
   Loss available to common
    shareholders.........................  $   (170,415)      3,981,615       $     (.04)
                                                                             ==============

Effect of dilutive securities - Options..             -               -
                                          ----------------  ---------------                                     

Diluted EPS -
   Income available to common share-
    holders plus assumed conversions.....  $   (170,415)      3,981,615       $     (.04)
                                          ================  ===============   =============


<CAPTION>
                                             For the Three Months Ended February 28, 1998
                                          -------------------------------------------------
                                                Income           Shares         Per Share
                                             (Numerator)     (Denominator)       Amount
                                          ----------------  ---------------   -------------

<S>                                        <C>               <C>              <C>
Basic EPS -
   Income available to common
    shareholders.........................  $      25,755      3,978,902       $      0.01
                                                                             ==============

Effect of dilutive securities _ Options..              -         72,964
                                          ----------------  ---------------

Diluted EPS -
   Income available to common share-
    holders plus assumed conversions.....  $      25,755      4,051,866       $      0.01
                                          ================   ==============  ==============

</TABLE>

(9)  New Disclosure Standards
     ------------------------

     Effective June 1, 1998, the Company adopted Statement of Accounting
     Standards Number 130, "Reporting Comprehensive Income" ("SFAS 130").  SFAS
     130 established new rules for the reporting and display of comprehensive
     income and its components in a full set of general-purpose financial
     statements.

     In June 1997, SFAS No. 131 ("SFAS 131"), "Disclosures about Segments of an
     Enterprise and Related Information" was issued.  This statement will change
     the way public companies report information about segments of their
     business in their annual financial statements and requires them to report
     selected segment information in their quarterly reports issued to
     shareholders.  It also requires entity-wide disclosures about the product,
     services an entity provides, the material countries in which it holds
     assets and reports revenues, and its major customers.  SFAS 131 is
     effective for fiscal years beginning after December 15, 1997.  The Company
     does not expect that the implementation of SFAS 131 will have a material

<PAGE>

     effect upon the Company's financial statements.  The effect of adopting
     SFAS 131 has not yet been determined by management of the Company.

(10) Biomerica and AIT currently operate a NT system put in place in March 1999.
     Most of the Company's computers have been upgraded to year 2000 compliant
     equipment.  The Company upgraded its software and most of its hardware in
     March of 1999.  The cost of these upgrades was not material.  The
     accounting and record-keeping software that is employed at Biomerica and
     AIT is actively supported by the developer/vendor and is in wide currency
     in varied commercial milieus.  Lancer uses a Hewlett-Packard multi-user
     mainframe computer with manufacturing software from a large software
     vendor.  The software for this system is year 2000 compliant.

     The Company does not place orders electronically nor does it make
     disbursements to vendors or employees in that medium.  The Company has a
     broad base of customers and suppliers and therefore is not heavily reliant
     on any one outside company.  However, the Company has no way of completely
     knowing how the year 2000 may effect its various vendors or customers, if
     such conversions are not completed on a timely basis by them, and thus it
     cannot estimate with certainty the impact the year 2000 may have on the
     Company.

<PAGE>

                    MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                FINANCIAL CONDITION AND SELECTED FINANCIAL DATA

Except for historical information contained herein, the statements in this
discussion and analysis are forward-looking statements that are made pursuant to
the safe harbor provisions of the Private Securities Litigation Reform act of
1995.  Forward-looking statements involve known and unknown risks and
uncertainties which may cause the Company's actual results in future periods to
differ materially from forecasted results.  These risks and uncertainties
include, among other things, the continued demand for the Company's products,
availability of raw materials and the state of the economy.  These and other
risks are described in the Company's Annual Report on From 10-KSB and in the
Company's other fillings with the Securities and Exchange Commission.

RESULTS OF OPERATIONS

   Consolidated net sales for Biomerica were $6,182,537 for the nine months
ended February 28, 1999 as compared to $6,942,738 for the same period in the
previous year.  This represents a decrease of $760,201 (11%).  For the quarter
then ended, sales were $1,826,214 as compared to $2,085,773 in the previous
year.  This represents a decrease of $259,559 (12%).  Lancer Orthodontics
(Lancer) had increased sales of $22,238 for the nine months and a decrease of
$40,992 for the quarter compared to the previous year.  Lancer continues to
search for and add new distributors, private label customers, and sales
representatives.  Lancer remains very active in investigating new products that
will contribute strategically to its overall product line.   Biomerica had a
sales decrease for the nine month period of $765,213 and AIT had a sales
decrease of $17,226 for that period.  For the quarter then ended, Biomerica had
a sales decrease of $207,749 and AIT had a sales decrease of $10,818.  The sales
decrease at Biomerica was primarily attributable to lower foreign sales.

   Cost of sales decreased for the nine months by $144,763 (3.6%) and decreased
by $15,853 (1.3%) for the quarter.    Lancer had increased cost of sales as a
percentage of sales of 1.9% for the nine months and of 1.9% for the quarter due
to lower selling prices in the industry.  Cost of goods as a percentage of sales
for the nine months at Biomerica increased 10.1%, and 18.9% for the nine months
and three months over the prior periods.  This was attributable to increased
manufacturing labor costs as well as manufacturing fixed costs resulting in a
larger percentage of sales due to the lower sales volume.

   Selling, general and administrative expenses increased for the nine months by
$7,422 (.3%) and increased for the three months by $5,741 (1%).   Expenses
increased at Lancer by $55,840 for the nine months and decreased for the three
month period by $8,666.  The increase was due to higher marketing salaries and
commissions.  Biomerica had an increase of $9,017 for the nine months and an
increase of $33,964 for the three month period.  Considerable time and resources
were expended during this quarter in the effort to bring TestatHome.com (for the
sale of home tests through the internet) on line.  The increase was primarily
due to higher marketing expenses in the area of travel and advertising expenses.
AIT had decreased expenses of $57,435 for the nine months and $19,557 for the
three months due to lower wages.

    Research and development for the nine months decreased from $417,824 to
$336,674 or $81,150 (19%) and for the three months from $142,658 to $107,040, or

<PAGE>
$35,618 (25%).  For the nine months, Lancer had decreased product development of
$23,375 and for the three months of $5,754 due to decreased R&D wages.
Biomerica had decreased expenses of $58,075 for the nine months and $29,864 for
the quarter.  Decreases at Biomerica were primarily attributable to decreased
wages.  AIT had a decrease of $300 for the nine months.

   Interest expense decreased by $13,735 (59%) for the nine months and by $1,269
(20%) for the three months due to reduced debt and interest rates at Lancer.


LIQUIDITY AND CAPITAL RESOURCES

   As of  February 28, 1999, the Company had cash and available-for-sale
securities in the amount of $1,828,891.  Working capital was $4,933,119.
Biomerica is currently able to meet its costs of operations, development and
expansion through both collection of trade accounts receivable and its working
capital position.   At February 28, 1999, Lancer had a $1,000,000 line of credit
with a bank.  Borrowings are made at prime plus 0.75% (8.5% at February 28,
1999) and are limited to specified percentages of eligible accounts receivable.
The unused portion available under the line of credit at February 28, 1999 was
$129,627.  The line of credit expires on November 3, 1999.  Lancer is not
required to maintain compensating balances in connection with this borrowing
arrangement.

    The line of credit is collateralized by substantially all the assets of
Lancer including inventories, receivables, and equipment.  The lending agreement
for the line of credit requires, among other things, that Lancer maintain a
tangible net worth of $2,500,000 and a debt to tangible net worth ratio of no
more than 1 to 1.   Lancer may draw upon its line of credit to fund future
equipment purchases.

<PAGE>
PART II.  OTHER INFORMATION


Item 1. LEGAL PROCEEDINGS.  Inapplicable.

Item 2. CHANGES IN SECURITIES.  Inapplicable.

Item 3. DEFAULTS UPON SENIOR SECURITIES.  Inapplicable.

Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.  The annual
        meeting of the Company's stockholders was held on December 7, 1998.
        The only matter voted upon at the meeting was the election of
        directors.  This matter was set forth in the proxy statement dated
        September 25, 1998, as filed with the Securities and Exchange
        Commission pursuant to Regulation 4 under the Securities Act of 1934.
        All directors for election indicated in the proxy were elected.  The
        number of votes cast were as follows:

        Name                        For               Against
        ----                        ---               -------

        Zackary S. Irani            3,498,532         74,868
        Philip B. Kaplan, M.D.      3,532,182         41,218
        Robert A. Orlando, M.D.     3,532,732         40,668
        Janet Moore                 3,532,357         41,043

Item 5. OTHER INFORMATION.

        CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANTS
        ---------------------------------------------

        Effective April 13, 1999, the Company's Board of Directors approved the
        engagement of BDO Seidman, LLP to serve as the Company's independent
        public accountants and to conduct the audit of the Company's financial
        statements for the ensuing fiscal year ending May 31, 1999.  In
        connection with the engagement of BDO Seidman, LLP, the Company
        dismissed Corbin & Wertz, who had been engaged to audit the Company's
        financial statements for the prior fiscal years.  The audit reports
        provided by Corbin & Wertz for the fiscal years ended May 31, 1998 and
        1997 did not contain any adverse opinion or a disclaimer of opinion nor
        was any report modified as to uncertainty, audit scope, or accounting
        principles.  Management of the Company knows of no past disagreements
        between the Company and Corbin & Wertz on any matter of accounting
        principles or practices, financial statement disclosure or auditing,
        scope, or procedure.   Prior to the engagement of BDO Seidman, LLP
        there  were no consultations by the Company with BDO Seidman, LLP
        relating to disclosable disagreements with Corbin & Wertz, how
        accounting principles would be applied by BDO Seidman, LLP to a
        specific transaction, or the type of an opinion BDO Seidman, LLP might
        render.  The Company has afforded BDO Seidman, LLP an opportunity to
        furnish a letter to the Commission with its comments.

<PAGE>
        INVENTORY THEFT
        ---------------

        Management of Lancer completed an assessment of a theft of inventory
        located at its facility in Mexicali, Mexico, on April 6, 1999.  A
        police report and claim with the Company's insurance carrier for the
        full amount have been filed and the Company is actively assessing its
        security measures.

        The estimated loss of $110,000, valued at standard cost, has been
        reflected in the accompanying financial statements as a reduction in
        inventories and as a recordation of an insurance claim receivable.

        To date, Management of Lancer has no information that would lead to
        believe that it will not recover for the theft under its insurance
        policy, however, there can be no assurances given as to the amount that
        the Company will ultimately recover from its insurance carrier.


Item 6. EXHIBITS AND REPORTS ON FORM 8-K.  None.



SIGNATURES

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

Date: April 14, 1999



                                          BIOMERICA, INC.


                                          By: /S/ Zackary S. Irani
                                              ------------------------
                                          Zackary S. Irani, President
                                           and Chief Executive Officer












<TABLE> <S> <C>

<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   9-MOS
<FISCAL-YEAR-END>                          MAY-31-1998
<PERIOD-END>                               FEB-28-1999
<CASH>                                       1,683,378
<SECURITIES>                                   145,513
<RECEIVABLES>                                1,555,516
<ALLOWANCES>                                   120,717
<INVENTORY>                                  2,973,833
<CURRENT-ASSETS>                             6,391,168
<PP&E>                                       3,167,802
<DEPRECIATION>                               2,732,002
<TOTAL-ASSETS>                               7,377,376
<CURRENT-LIABILITIES>                        1,458,049
<BONDS>                                              0
                                0
                                          0
<COMMON>                                       320,067
<OTHER-SE>                                   3,208,208
<TOTAL-LIABILITY-AND-EQUITY>                 7,377,376
<SALES>                                      6,182,537
<TOTAL-REVENUES>                             6,182,537
<CGS>                                        3,932,381
<TOTAL-COSTS>                                3,932,381
<OTHER-EXPENSES>                                     0
<LOSS-PROVISION>                                     0
<INTEREST-EXPENSE>                               9,677
<INCOME-PRETAX>                              (190,844)
<INCOME-TAX>                                     2,400
<INCOME-CONTINUING>                          (193,244)
<DISCONTINUED>                                       0
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                 (193,244)
<EPS-PRIMARY>                                    (.05)
<EPS-DILUTED>                                    (.05)
        

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