FORM 10-QSB

                         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 Quarter Ended         June 30, 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.      000-24455
                           -----------------------------------------------
                               TORVEC, INC.
       -------------------------------------------------------------------
               (Exact name of Registrant as Specified in its Charter)

                 New York                            16-150951-2
       -------------------------------       ---------------------------
      (State or Other Jurisdiction of    (IRS Employer Identification Number)
       Incorporation or Organization)

      3740 Route 104, Williamson, New York             14587
      ------------------------------------   ---------------------------
    (Address of Principal Executive Offices)         (Zip Code)

      Registrant's telephone number, including area code: (716) 248-8549
                                                          --------------

      Securities registered under Sec. 12(g) of the Act:

                               $.01 Par Value Common Stock
      ------------------------------------------------------------------
                                    (Title of Class)

      The Registrant 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 and has been subject to such
      filing requirements for the past 90 days.

                 YES [ X]  NO [   ]

       As of June 30, 1999, there were outstanding 20,923,916
       shares of the Company's Common Stock, $.01 Par Value.
       Options for 809,000 shares of the Company's Common Stock are
       outstanding but have not yet been exercised.  Shares to
       cover the options will not be issued until they are
       exercised.

                                          1



                                    TORVEC, INC.
                            (A Development Stage Company)
                                        INDEX

  PART I    FINANCIAL INFORMATION                                    PAGE

   Item 1. Financial Statements

           Torvec, Inc. Condensed Balance Sheets - December 31,
           1998 and June 30, 1999 (unaudited)                          3

           Torvec, Inc. Condensed Statements of Operations -
           Three Months Ended June 30, 1999 (unaudited),
           Three Months Ended June 30, 1998 (unaudited),
           Six Months Ended June 30, 1999 (unaudited),
           Six Months Ended June 30, 1998 (unaudited),
           September 25, 1996 (Inception) through
           June 30, 1999 (unaudited)                                   4

           Torvec, Inc. Condensed Statement of Cash Flows -
           Three Months Ended June 30, 1999 (unaudited),
           Three Months Ended June 30, 1998 (unaudited),
           September 25, 1996 (Inception) through
           June 30, 1999 (unaudited)                                   5

           Notes to Financial Statements                               6

   Item 2. Plan of Operation                                           9


  PART II  OTHER INFORMATION
           -----------------

   Item 1. Legal Proceedings                                          10

   Item 2. Changes in Securities                                      11

   Item 3. Defaults Upon Senior Securities                            11

   Item 4. Submission of Matters to a Vote of Security Holders        11

   Item 5. Other Information                                          11

   Item 6. Exhibits and Reports on Form 8-K                           11

  SIGNATURE PAGE                                                      14

  EXHIBIT INDEX                                                       15

                                          2



            <TABLE>
           <CAPTION>TORVEC, INC.
           (A Development Stage Company)
           CONDENSED BALANCE SHEETS
           </CAPTION>
           <S>                                  <C>June 30, <C>December 31,
                                                    1999          1998
                                                 (Unaudited)
                                                ------------  -----------

           ASSETS
           CURRENT ASSETS
                Cash                                 $19,000     $ 30,000
                Subscriptions receivable                   0       81,000
                                                ------------  -----------
                     Total Current Assets             19,000      111,000
                                                ------------  -----------
            PROPERTY AND EQUIPMENT
                Office equipment                       9,000        9,000
                Transportation equipment              53,000       53,000
                                                ------------  -----------
                                                      62,000       62,000
           LESS:  ACCUMULATED DEPRECIATION            18,000       12,000
                                                ------------  -----------
                                                      44,000       50,000
                                                ------------  -----------
           OTHER ASSETS                              164,000      164,000
                                                ------------  -----------
           Total Assets                             $227,000     $325,000
                                                ============  ===========

           LIABILITIES AND STOCKHOLDERS' EQUITY

           CURRENT LIABILITIES
             Current maturities of long-term debt     $6,000       $5,000
             Accounts payable and accrued expenses    45,000      431,000
             Consulting fees payable
               to related parties                    297,000      132,000
                                                ------------  -----------
                     Total Current Liabilities       348,000      568,000

           LONG-TERM LIABILITIES
             Long-term debt, net of current
             maturities                               17,000       21,000
                                                ------------  -----------
                                                     365,000      589,000
                                                ------------  -----------
           STOCKHOLDERS' EQUITY
             Common stock, $.01 par value,
                40,000,000 shares authorized,
                20,927,770 and 20,811,616 issued
                and outstanding at June 30,
                1999 and December 31, 1998,
                respectively                         209,000      208,000
             Additional paid in capital            7,561,000    3,766,000
             Unearned compensatory stock options  (2,100,000)    (705,000)
             Deficit accumulated during
               development stage                  (5,808,000)  (3,533,000)
                                                ------------  -----------
                     Total Stockholders' Equity     (138,000)    (264,000)
                                                ------------  -----------
           Total Liabilities and Stockholders'
           Equity                                   $227,000    $325,000
                                                ============ ===========



           See Notes to Financial Statements
            </TABLE>





                                          3



            <TABLE>


  <CAPTION>
  TORVEC, INC.
  (A Development Stage Company)
  CONDENSED STATEMENTS OF OPERATIONS
  (UNAUDITED)
  </CAPTION>

  <S>       <C>Three Months   <C>Three Months  <C> Six Months    <C> Six Months       <C>September 25, 1996
               Ended June 30,    Ended June 30,   Ended June 30,   Ended June 30,     (Inception) Through
                  1999             1998              1999             1998               June 30, 1999
              --------------    --------------    --------------   --------------     ---------------------

  COSTS AND
  EXPENSES:
    Research and
    development      $213,000      $153,000       $  641,000       $273,000              $1,919,000
   General and
    administrative    942,000       309,000        1,634,000        531,000               3,889,000
                   ----------   -----------      -----------       --------              ----------
      Net Loss    ($1,155,000)    ($462,000)     ($2,275,000)     ($804,000)            ($5,808,000)
                   ==========   ===========      ===========      =========              ==========

  Basic and
  Diluted Loss
  Per Share            ($0.06)       ($0.02)          ($0.11)        ($0.04)
                   ==========   ===========      ===========       ========

  Weighted
  average
  number of
  shares of
  common stock -
  basic and
  diluted          20,891,000     20,688,000      20,972,000      20,688,000
                   ==========    ===========      ==========      ==========

     </TABLE>







See Notes to Financial Statements




                                          4




<TABLE>
<CAPTION>
TORVEC, INC.
(A Development Stage Company)
CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
</CAPTION>

<S>                          <C> Six Months    <C> Six Months  <C> September 25, 1996
                                   Ended            Ended         (Inception) Through
                                June 30, 1999     June 30, 1998     June 30, 1999
                              ________________________________________________________
CASH FLOWS FROM
OPERATING ACTIVITIES:
   Net loss                     ($2,275,000)        ($804,000)        ($5,808,000)

 Adjustment to reconcile
 net income to net cash
 provided by operating
 activities:
  Depreciation                       6,000              2,000              18,000
  Compensation expense
  attributable to common stock   1,384,000            289,000           2,413,000
 Common stock issued for
  services                         158,000                                567,000
 Contribution of services                                                  39,000
 Changes in other current
  assets and current
  liabilities:
   (Increase)/decrease
      in other assets                                                    (164,000)
   Increase/(decrease)
      in accounts payable
      and accrued expenses        (221,000)          (10,000)             342,000
                             --------------     -------------        ------------
Net cash (used in)
 operating activities             (948,000)         (523,000)          (2,593,000)

CASH FLOWS FROM
INVESTING ACTIVITIES:
   Purchase of property
   and equipment                         0           (29,000)             (62,000)
                             --------------     -------------         -----------
 Net cash (used in)
  investing activities                   0           (29,000)             (62,000)

CASH FLOWS FROM
 FINANCING ACTIVITIES:
  Proceeds from sale of
   common stock                    940,000           502,000            3,016,000
  Proceeds from
   long-term borrowings                               29,000               29,000
  Repayment of
   long-term borrowings             (3,000)           (1,000)              (6,000)
  Distributions                                                          (365,000)
                             -------------         ----------           ---------
    Net cash provided
     by financing activities       937,000            530,000           2,674,000
                            --------------         ----------           ---------

NET INCREASE (DECREASE)
  IN CASH                          (11,000)           (22,000)             19,000

CASH - BEGINNING OF PERIOD          30,000            147,000                   0
                             -------------         ----------           ---------
CASH - END OF PERIOD               $19,000           $125,000             $19,000
                            ==============         ==========       =============

See Notes to Financial Statements
</TABLE>

                                         5




                                    TORVEC, INC.

                            NOTES TO FINANCIAL STATEMENTS

                                  June 30, 1999


            Note 1   Financial Statement Presentation

            The information contained herein with respect to the six month
            periods  ended June 30,  1999 and June 30, 1998 and the period
            from September  25, 1996  (inception)  through  June 30, 1999
            has  not been  audited  but  was  prepared in conformity
            with    generally   accepted   accounting principles for
            interim   financial   information  and  instructions for
            10-QSB and Item 310(b)  of Regulation S-B.  Accordingly,
            the condensed  financial  statements  do  not    include
            information  and  footnotes    required    by  generally
            accepted accounting principles for financial statements.
            Included  are  the adjustments, which in the opinion  of
            management are necessary for a fair presentation  of the
            financial  information for  the  six month periods ended
            June 30, 1999 and 1998, and since inception. The results
            are not necessarily indicative of results to be expected
            for the year.

            Note 2   The Company

            Torvec, Inc. (the  Company) was incorporated in  New York on
            September  25,  1996.     The  Company,  which   is  in  the
            development stage, specializes in automotive technology.

            Note 3   Summary of Significant Accounting Policies

            Equipment

            Equipment is  stated at cost less  accumulated depreciation.
            Depreciation is provided using the straight-line method over
            the useful lives of the assets.

            Research and development and patents

            Research  and  development  costs and  patent  expenses  are
            charged to operations as incurred.

            Note 4   Related Party Transactions

            The  Company has  entered  into  consulting agreements  with
            members of  the Gleasman family.   Included in  research and
            development and general and  administrative expenses for the
            periods ending  June 30, 1999 and June 30, 1998 is  $225,000
            and $225,000 respectively for consulting expenses.



                                          6




                                    TORVEC, INC.

                            NOTES TO FINANCIAL STATEMENTS

                                   June 30, 1999


            Note 5   Private Placement

            The Company  commenced a private placement in May 1998
            to sell its common stock at a price of $5.00 per share.
            On September 21, 1998 the offering price of the private
            placement was increased to $10.00 per share.  The private
            placement has been extended to August 31, 1999.  Those
            offerings raised approximately $195,000 during the
            quarter ended June 30, 1999.

            Note 6  Stock Options

            On February 10, 1999, the Company entered into a one-year
            agreement with two consultants to provide financial and
            public relation services.  In connection therewith 375,000
            of previously granted warrants were cancelled and the
            Company granted 375,000 options at an exercise price of
            $5.00 exercisable immediately through February 10, 2004.
            The underlying shares will have registration rights.  The
            Company valued these options at $2,800,000 which will be
            charged to operations over the term of the consulting
            agreement.

            During the quarter ended March 31, 1999, 21,000 of these
            options were exercised raising $105,000.

            Note 7  Long-Term Debt

            Long-term debt  at June 30, 1999 consisted of  a note
            payable in monthly installments of $610 including interest
            at  10.13% through  March, 2003.   The  note is  secured by
            transportation equipment.

            Note 8  Lease

            The Company has entered into an agreement with a stockholder
            to lease  land and building for  $53,000 per month  upon
            completion of the Company's private placement.  The
            agreement provides  for four one-year renewal periods at
            the Company's option.

            The  agreement  also  provides  for  the  purchase  of  land
            adjacent  to the  leased  premises for  one  year after  the
            effective date of the lease for $350,000.

            The  Company paid  approximately $164,000 representing the
            first month's rent and rent deposits which are reflected
            as non current assets.


                                        7




                                  TORVEC, INC.

                          NOTES TO FINANCIAL STATEMENTS

                                 June 30, 1999



            Note 9  Consultant Stock Plan

            On June 2, 1999, the Company adopted the Business Consultant
            Stock Plan.  The plan provides for up to 200,000 shares of
            common stock to be issued from time to time to consultants
            in exchange for services.  During the three months ended
            June 30, 1999 25,854 shares were issued to consultants in
            exchange for services and amounts owed to those consultants.
            The exchange was valued at the fair value of the shares at
            the date of the grant.

            Note 10  Arbitration

            During  1997 certain  members of  the  Gleasman family  were
            named  in a  lawsuit seeking  monetary  damages of  $750,000
            relating  to  the  development  of  certain  technology  and
            related  matters.   In February, 1998 the court stayed all
            aspects of the litigation and directed the parties to arbitrate
            such matters in dispute.  On April 22, 1999, the arbitrator
            issued a nonappealable decision which determined that Vernon
            and Keith Gleasman exclusively owned all of the patents in
            question, thereby confirming that these patents, which were
            assigned by them to Torvec, are the exclusive patents of the
            Company.  The arbitrator's decision also awarded certain sums
            of money to McElroy Manufacturing, Inc. ("McElroy") and a 20%
            interest in a certain royalties received by the Gleasmans,
            the payment of such amounts to be due only as, if and when,
            royalties are paid to the Gleasmans.  The Company was not and
            is not a party to the arbitration.

            On June 3, 1999, McElroy, by letter addressed to the Gleasman's
            personal counsel, demanded that the Gleasmans reimburse McElroy
            immediately for its expenses in the amount of $862,700, plus
            interest, to be paid from any monies received by the Gleasmans
            on account of the subject patents including, but not limited to,
            20% of all royalties or monies received by the Gleasmans from
            the sale of shares of stock in the Company.  Further, McElroy
            demanded that the Gleasmans correct inventorship of subject
            patents by requesting that the Commission of Patents and
            Trademarks to issue a Certificate of Correction adding
            A.H. "Chip" McElroy, II and Dave Porter as co-inventors on
            the subject patents.  In addition, McElroy has demanded
            that Torvec pay, out of proceeds generated by sale of
            stock, the same sums demanded of the Gleasmans and notify
            any licensee, assignee or investor of McElroy's right
            to recover expenses and its 20% interest in monies
            received on account of the subject patents.

            Management of the Company believes that the demands made
            by McElroy upon the Company constitute a complete misreading
            of the arbitrator's decision and are without merit procedurally
            as well as substantively, since among other reasons, the
            contract was between the Gleasmans and McElroy, the Company
            did not participate in the arbitration proceedings and that
            the arbitrator's decision did not direct payment of any sums
            from Torvec to McElroy.

            Should Company's position not prevail, it would have a
            significant adverse effect on the Company's financial
            position and results of its operations.  No provision for
            such contingency has been made in the accompanying financial
            statements.


                                       8




                              PLAN OF OPERATION


            The  following   discussion  should  be   read  in
            conjunction with, and is qualified in its entirety
            by, the Financial Statements and the Notes thereto
            included in this report.  This discussion contains
            certain  forward-looking  statements that  involve
            substantial risks and uncertainties.  When used in
            this report, the  words "anticipate", "expect" and
            similar expressions as they  relate to the Company
            or its  management are  intended to  identify such
            forward-looking statement.   The  Company's actual
            results, performance or  achievements could differ
            materially from those expressed in, or implied by,
            these  forward-looking   statements.    Historical
            operating results  are not  necessarily indicative
            of the trends in operating results for any further
            period.

            Torvec,  Inc. a  New York  State corporation  (the
            Company) was duly organized on September 25, 1996.
            The Company  is in the development  stage, and its
            efforts have been  principally devoted to research
            and  development   activities  and  organizational
            efforts.

            The Company is continuing to implement its Plan of
            Operation  and has  initiated  discussions with  a
            number  of vehicle  manufacturers with  a view  to
            possible licensing of one or  more of its products
            and or the  creation of one or  more joint venture
            relationships in  order to further develop  and to
            initiate the manufacture  and distributions if its
            products,   especially  the  Fastrack,  the Torvec
            transmission  and the  Company's  CV  Joint.   The
            Company   has    completed its plan  to  have  one
            pre-production    Fastrack   vehicles   assembled.
            The   Company  anticipates    that  the   proceeds
            generated   by  its current  offering will  enable
            it to  continue to implement its Plan of Operation.

            The Company  commenced a private placement  in May
            1998 to sell 1,500,000 shares  of its common stock
            at a price  of $5.00 per share.   On September 21,
            1998 the  offering price of the  private placement
            was  increased  to  $10.00 per  share.   The  private
            placement has been extended to August 31, 1999.  Those
            offerings raised approximately $198,000 during the
            quarter ended June 30, 1999.  Management believes
            that the funds from the private placement will  be
            sufficient  to  sustain   the  Company's  Plan  of
            Operation for the next two quarters.

            The net loss as of June 30, 1999 has increased as
            compared to June 30, 1998  due  to  the  additional
            amounts spent in research and development,  increases
            in   general   and administrative expenses   and  the
            increase in the amortization  of  unearned compensatory
            stock.  The  amortization, which is a  non  cash  item,
            amounted to $1,384,000 for the six months ended June 30, 1999
            compared to $289,000 for the six months ended June 30, 1998.
            Also,  included  are  consulting  fees for Research  and
            Development and general and administrative expenses in
            the amounts of  $225,000  and  $225,000   respectively,
            payable to the Gleasman family.  Additionally, the Research
            and Development expenses have  increased as a result  of
            increased expenses  associated with the  Fastrack  vehicle.
            These  increases  have  been  projected   by   management,
            and  will  continue  to increase  as  the  Company
            continues on its Plan of Operation.




                                          9






                                       PART II

                                  OTHER INFORMATION


   Item 1.   Legal Proceedings
             -----------------

             During 1997 certain members of the Gleasman family were
             named in a lawsuit seeking monetary damages of $750,000
             relating to  the development of certain  technology  as
             well as disputing their exclusive  ownership of certain
             patents relating to future Company products, namely the
             Torvec hydraulic pump and motor, the Torvec constant velocity
             joint and Torvec's spherical gearing.  In February, 1998,
             the court stayed all aspects of the litigation and directed
             the parties to arbitrate the matters in dispute.  On
             April 22, 1999, the arbitrator issued a nonappealable
             decision which determined that Vernon and Keith Gleasman
             exclusively owned all three patents, thereby confirming
             that these patents, which were assigned by them to Torvec,
             are the exclusive patents of the Company.  The arbitrator's
             decision also awarded the sum of $862,699.61 to be paid
             to McElroy Manufacturing, Inc. ("McElroy") by the Gleasmans
             out of royalties which they may receive and awarded McElroy
             a 20% interest in all royalties and other sums received by
             the Gleasmans, the payment of such amounts to be due only
             as, if and when, royalties are paid to the Gleasmans.  The
             Company was not and is not a party to the arbitration.

             On June 3, 1999, McElroy, by letter addressed to the
             Gleasmans' personal counsel, demanded that the Gleasmans
             reimburse McElroy immediately for its expenses in the
             amount of $862,699.61, plus interest, to be paid from any
             monies received by the Gleasmans on account of the subject
             patents including, but not limited to, 20% of all royalties
             or monies received by the Gleasmans from the sale of shares
             of stock in the Company.  Further, McElroy demanded that
             the Gleasmans correct inventorship of the subject patents by
             requesting the Commission of Patents & Trademarks to issue
             a Certificate of Correction adding A.H. "Chip" McElroy, II
             and Dave Porter as co-inventors on the subject patents.
             While correction of inventorship was not addressed in the
             decision, such correction, if appropriate, is desirable and
             possible, and can be accomplished by application to the
             Commissioner of Patents and Trademarks.  They do not contest
             the arbitrator's determination that the patents were assigned
             to the Gleasmans and are now owned by Torvec.  In addition,
             McElroy has demanded that Torvec pay, out of proceeds
             generated by sale of its stock, the same sums demanded
             of the Gleasmans and notify any licensee, assignee or
             investor of McElroy's right to recover expense and its
             20% interest in monies received on account of the subject
             patents.

             Management of the Company believes that the demands made
             by McElroy upon the Company constitute a complete misreading
             of the arbitrator's decision and are without merit procedurally
             as well as substantively, since among other reasons, the
             contract was between the Gleasmans and McElroy, the Company
             did not participate in the arbitration proceedings and that
             the arbitrator's decision did not direct payment of any
             sums from Torvec to McElroy.

             Should the Company's position not prevail it would have a
             significant adverse effect on the Company's financial
             position and results of operations.  No provision for such
             contingency has been made in the accompanying financial
             statements.


                                    10


   Item 2.   Changes in Securities
             ---------------------

             None


   Item 3.   Defaults Upon Senior Securities
             -------------------------------

             None


   Item 4.   Submission of Matters to a Vote of Security Holders
             ---------------------------------------------------

             None


   Item 5.   Other Information
             -----------------

             Year 2000

             The Company currently uses  a software which management
             believes   is   in   "Year  2000"   (Y2K)   compliance.
             Management  will  continue   to  evaluate  the  current
             software  and implement  any necessary  changes  during
             the  balance  of  1999.   Management  expects the costs
             associated not to  be  material.   Also, the Company is
             is  devising  a  Y2K  contingency  plan  to  avoid  any
             interruption to its business.


   Item 6.   Exhibits and Reports on Form 8-K

        a.   Exhibits

             The following Exhibits, as  applicable, are attached to
             this Quarterly Report (Form 10-QSB).  The Exhibit Index
             is  found  on  the   page  immediately  succeeding  the
             signature  page and  the Exhibits  follow on  the pages
             immediately succeeding the Exhibit Index.

        (2)  Plan of  acquisition, reorganization, arrangement,
             liquidation, or succession

             Not applicable

        (3)  Articles of incorporation, By-laws

             3.1  Certificate of  Incorporation incorporated by
                  reference to Form 10SB/A,  Registration Statement,
                  registering Company's $.01 par value common stock
                  under section 12(g) of the Securities Exchange Act
                  of 1934;

             3.2  By-laws incorporated by  reference to Form 10
                  SB/A,  Registration   Statement,  registering
                  Company's $.01  par value common  stock under
                  section 12(g) of  the Securities Exchange Act
                  of 1934;


                                   11





        (4)  Instruments  defining   the  rights   of  security
             holders, including indentures

             Not applicable

        (10) Material contracts

             Certain    Employment    Agreements,    Consulting
             Agreements, the Company's 1998 Stock Option Plan and
             related   agreements,  the   Company's    Business
             Consultants Stock Plan, certain   assignments   of
             patents, patent  properties, technology  and know-
             how  to  the  Company,   Neri  Service  and  Space
             Agreement  and Ford  Motor  Company Agreement  and
             Extension of  Term, all incorporated  by reference
             to   Form   10   SB/A,   Registration   Statement,
             registering Company's $.01  par value common stock
             under section 12(g) of the Securities Exchange Act
             of 1934 and the Company's Registration Statement
             filed on Form S-8 registering 2,000,000 shares
             of the Company's $.01 par value common stock to
             be issued under the Company's 1998 Stock Option
             Plan and the Company's Registration Statement
             filed on Form S-8 registering 200,000 shares of
             the Company's $.01 par value common stock reserved
             for issuance under the Company's Business Consultants
             Stock Plan;

        (11) Statement re computation of per share earnings (loss)

             Not applicable

        (15) Letter re unaudited interim financial information

             Not applicable


        (18) Letter re change in accounting principles

             Not applicable

        (19) Report furnished to security holders

             Not applicable

        (22) Published  report regarding  matters submitted  to
             vote of security holders

             Not applicable

        (23) Consents of experts and counsel

             Not applicable




                                      12




        (24) Power of attorney

             Not applicable

        (27) Financial data schedule

        (99) Additional exhibits

             Not applicable

   b.   Reports Filed on Form 8-K

        On June 9, 1999, the Company filed a Current Report (Form 8-K)
        to Report the June 3, 1999 letter of McElroy Manufacturing, Inc.
        to the Gleasmans personal counsel demanding immediate
        reimbursement and payment of royalties with respect to the
        litigation and arbitration referred to under the caption
        "Legal Proceedings" of this Form 10-QSB.















                                      13




                                  SIGNATURES


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

                                          TORVEC, INC.



      DATE:  August 10, 1999              By: /S/ KEITH E. GLEASMAN
                                          -------------------------
                                            Keith E. Gleasman,
                                            President


      DATE:  August 10, 1999              By: /S/ SAMUEL M. BRONSKY
                                          ------------------------
                                            Samuel M. Bronsky
                                            Chief Financial Officer












                                         13



                                    EXHIBIT INDEX


         Exhibit                                                      Page

           2. Plan of acquisition, reorganization, arrangement,
              liquidation, or succession                                N/A

           3. Articles of incorporation, By-Laws

              3.1  Certificate of Incorporation incorporated by
                   reference to Form 10SB/A, Registration Statement,
                   registering Company's $.01 par value common
                   stock under section 12(g) of the Securities
                   Exchange Act of 1934;                                N/A

              3.2  By-laws incorporated by reference to Form 10 SB/A,
                   Registration Statement, registering Company's $.01
                   par value common stock under section 12(g) of the
                   Securities Exchange Act of 1934;                     N/A

           4. Instruments defining the rights of security
              holders, including indentures                             N/A

           10.Material contracts

              Certain Employment Agreements, Consulting Agreements,
              the Company's 1998 Stock Option Plan and related
              agreements, the Company's Business Consultants Stock
              Plan, certain  assignments of patents, patent
              properties, technology and know-how to the Company,
              Neri Service and Space Agreement and Ford Motor
              Company Agreement and Extension of Term, all
              incorporated by reference to Form 10 SB/A,
              Registration Statement, registering Company's
              $.01 par value common stock under section 12(g)
              of the Securities Exchange Act of 1934 and
              the Company's Registration Statement filed
              on Form S-8 registering 2,000,000 shares of
              the Company's $.01 par value common stock to
              be issued under the Company's 1998 Stock
              Option Plan and the Company's Registration
              Statement filed on Form S-8 registering 200,000
              shares of the Company's $0.1 par value common
              stock reserved for issuance under the Company's
              Business Consultants Stock Plan;                         N/A

           11.Statement re computation of per share earnings (loss)    N/A

           15.Letter re unaudited interim financial information        N/A

           18.Letter re change in accounting principles                N/A

           19.Report furnished to security holders                     N/A

           22.Published report regarding matters submitted to
              vote of security holders                                 N/A

           23.Consents of experts and counsel                          N/A

           24.Power of attorney                                        N/A

           27.Financial data schedule                                  16

           99.Additional exhibits                                      N/A





                                        15





                                    TORVEC, INC.
                               FINANCIAL DATA SCHEDULE
            Article 5:

            Legend: This schedule contains summary financial information
                    extracted from the financial statements of TORVEC,
                    Inc. for the period ending June 30, 1999 and is
                    qualified in its entirety by reference to such
                    financial statements.

            CIK NUMBER:  1063197
            Name:  TORVEC, INC.
                                        TABLE
                              Period Type:  Six Months
                         Fiscal Year-End:  December 31, 1998
                           Period Start:  January 1, 1998
                           Period End:  June 30, 1999
            Cash............................................$19,000
            Securities ...........................................0
            Receivables ..........................................0
            Allowances ...........................................0
            Inventory.............................................0
            Current Assets ..................................19,000
            PP&E...... ......................................62,000
            Depreciation ..................................<18,000>
            Other Assets....................................164,000
            Total Assets ...................................227,000
            Current Liabilities ............................365,000
            Bonds.................................................0
            Preferred Mandatory ..................................0
            Preferred.............................................0
            Common..........................................209,000
            Other SE......................................<347,000>
            Total Liability and Equity .....................227,000
            Sales.................................................0
            Total Revenues .......................................0
            CGS...................................................0
            Total Costs...........................................0
            Other Expenses ...............................2,275,000
            Loss Provision .......................................0
            Interest Expense .....................................0
            Income Pretax ..............................<2,275,000>
            Income Tax ...........................................0
            Income Continuing ..........................<2,275,000>
            Discontinued .........................................0
            Extraordinary ........................................0
            Changes    ...........................................0
            Net Income .................................<2,275,000>
            EPS Basic  .......................................<.11>
            EPS Diluted ......................................<.11>

                                         16