SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FOR 10-QSB

                 Quarterly Report Under Section 13 or 15 (d) of
                        Securities Exchange Act of 1934

                         for Quarter ended July 31,1999
                         Commission File Number 0-13301

                              RF INDUSTRIES, LTD.

             (Exact name of registrant as specified in its charter)

                                Nevada 88-0168936

          (State of Incorporation) (I.R.S. Employer Identification No.)

        7610 Miramar Road., Bldg. 6000, San Diego, California 92126-4202

              (Address of principal executive offices) (Zip Code)

                       (619) 549-6340 FAX (619) 549-6345

              (Registrant's telephone number, including area code)
       Securities registered pursuant to Section 12(b) of the Act: None.


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 at the latest practicable date.

As of July 31,1999,  the registrant had 3,148,598  shares of Common Stock,  $.01
par value, issued and outstanding.



<PAGE>


Part I.   FINANCIAL INFORMATION
Item 1:   Financial Statements
                                                              BALANCE SHEET

                                                         July 31     October 31
                                                           1999         1998
                                                       -----------   -----------
                                                       (Unaudited)    (Audited)
    ASSETS
---------------
CURRENT ASSETS

Cash .................................................. $  986,255   $1,209,143

Investments in available-for-sale securities ..........  2,024,604    1,129,582

Trade accounts receivable less allowance
for doubtful accounts of $27,400 & $30,000 ............    645,651      806,669

Inventories - Note 3 ..................................  2,384,955    2,466,448

Prepaid expenses and deposits .........................    248,793      244,407

Deferred tax assets ...................................     66,000       66,000

Note receivable from stockholder ......................     70,000       70,000
                                                         ----------   ----------
   TOTAL CURRENT ASSETS ...............................  6,426,258    5,992,249


FIXED ASSETS

Furniture and office equipment ........................    152,838      158,628

Equipment and tooling .................................    510,454      479,880
                                                         ----------   ----------
     Fixed assets, at cost ............................    663,292      638,508

Less accumulated depreciation and amortization ........    521,705      475,734
                                                         ----------   ----------

     NET FIXED ASSETS .................................    141,587      162,774

Deferred tax assets ...................................    100,000      100,000

Other assets ..........................................      4,900        4,900
                                                         ----------   ----------

     TOTAL ASSETS ..................................... $6,672,745   $6,259,923
                                                         ==========   ==========

                        See Notes to Financial Statements

<PAGE>

                                                             BALANCE SHEET

                                                         July 31     October 31
                                                           1999         1998
                                                       -----------   -----------
                                                       (Unaudited)    (Audited)
LIABILITIES AND
STOCKHOLDERS' EQUITY
-------------------------

CURRENT LIABILITIES

Accounts payable ..................................  $   134,572    $   203,650

Accrued expenses ..................................      298,889        458,670
                                                      -----------    -----------
     TOTAL CURRENT LIABILITIES ....................      433,461        662,320


STOCKHOLDERS' EQUITY

Common Stock - $.01 par value
  Authorized - 10,000,000 shares
  Issued & outstanding 3,078,598 shares ...........       31,486         30,786

Capital paid in excess of par value ...............    4,400,868      4,373,868

Retained earnings .................................    2,110,878      1,524,450

Unearned compensation .............................     (251,095)      (331,501)

Treasury stock, at cost (29,400 shares) ...........      (52,853)             0
                                                      -----------    -----------
     TOTAL STOCKHOLDERS' EQUITY ...................    6,239,284      5,597,603
                                                      -----------    -----------
      TOTAL LIABILITIES &
        STOCKHOLDERS' EQUITY ......................  $ 6,672,745    $ 6,259,923
                                                      ===========    ===========

                        See Notes to Financial Statements

<PAGE>

<TABLE>
<CAPTION>

                                                                  STATEMENTS OF OPERATIONS

                                                           (Unaudited)                (Audited)
                                                       Three Months Ended         Nine Months Ended
                                                             July 31                   July 31
                                                    -----------------------     ----------------------
                                                        1999        1998          1999         1998
                                                    -----------  ----------     --------     ---------
<S>                                                  <C>          <C>          <C>          <C>

Net Sales ........................................   $1,598,851   $1,585,907   $4,421,668   $4,901,897

Cost of Sales ....................................      618,884      783,650    2,028,026    2,404,007
                                                     ----------   ----------   ----------   ----------
     Gross Profit ................................      979,967      802,257    2,393,642    2,497,890
                                                     ----------   ----------   ----------   ----------

Operating expenses:

     Engineering .................................       73,065      110,356      213,564      355,982

     Selling and general .........................      441,912      381,486    1,290,000    1,102,912
                                                     ----------   ----------   ----------   ----------
       Total .....................................      514,977      491,842    1,503,564    1,458,894
                                                     ----------   ----------   ----------   ----------
     Operating income ............................      464,990      310,415      890,078    1,038,996

Interest income ..................................       31,041       34,502       94,350       81,864
                                                     ----------   ----------   ----------   ----------
Income before provision
     for income tax ..............................      496,031      344,917      984,428    1,120,860
Provision for state & federal
     income tax ..................................      202,000      138,000      398,000      450,000
                                                     ----------   ----------   ----------   ----------
     Net income ..................................   $  294,031   $  206,917   $  586,428   $  670,860
                                                     ==========   ==========   ==========   ==========
Per share data:

     Basic earnings per share ....................   $     0.10   $     0.07   $     0.19   $     0.22
                                                     ==========   ==========   ==========   ==========

     Diluted earnings per share ..................   $     0.08   $     0.06   $     0.16   $     0.19
                                                     ==========   ==========   ==========   ==========

</TABLE>

                        See Notes to Financial Statements


<PAGE>

                                                        STATEMENTS OF CASH FLOWS
                                                              (Unaudited)
                                                            Nine Months Ended
                                                                 July 31
                                                       -------------------------
                                                          1999            1998
                                                       ---------       ---------
Net income .......................................... $  586,428    $   670,860


Adjustments to reconcile net income
 to net cash (used in) provided by operations

     Depreciation and amortization ...................    45,971         32,566
     Amortization of unearned compensation ...........    80,406         99,669
     Change in assets - (incr) decr:

          Accounts receivable - trade ................   161,018         12,472
          Inventories ................................    81,493       (158,107)
          Other assets ...............................    (4,386)        57,623
    Change in liabilities - incr (decr):
          Accounts payable ...........................   (69,078)        80,314
          Accrued expenses ...........................  (159,781)        76,559
                                                      -----------    -----------
 Net cash  provided by  operating activities .........   722,071        871,956
                                                      -----------    -----------
INVESTING ACTIVITIES

         Purchase of available-for-sale securities .... (895,022)      (468,422)
         Capital expenditures .........................  (24,784)       (85,012)
                                                      -----------    -----------
 Net cash used in financing activities ................ (919,806)      (553,434)
                                                      -----------    -----------
FINANCING ACTIVITIES

          Purchase of treasury stock .................   (52,853)             0
          Proceeds from exercise of common
                         stock options ...............    27,700          1,400
                                                      -----------    -----------
Net cash provided by (used in) financing activities ..   (25,153)         1,400
                                                      -----------    -----------

Net  increase in cash and cash equivalents ...........  (222,888)       319,922

 Cash and cash equivalents at the
      beginning of the period ........................ 1,209,143        877,587
                                                      -----------    -----------
 Cash and cash equivalents at the end of period ...... $ 986,255    $ 1,197,509
                                                      ===========    ===========



                       See Notes to Financial Statements


<PAGE>



NOTES TO FINANCIAL STATEMENTS

Note 1 - Management's opinion

               In  the  opinion  of  management,   the  accompanying   financial
          statements contain all adjustments  necessary to present the financial
          position of RF Industries,  Ltd. as of July 31,1999 and the results of
          operations  for the three  month and nine  month  periods  ended  July
          31,1999 and 1998.

Note 2 - Interim reporting

               The  results  of  operations  for the three  month and nine month
          periods ended July 31,1999 and 1998 are not necessarily  indicative of
          the results to be expected for the remainder of the year.

Note 3 - Components of Inventory


                                                 July 31,1999
                                                --------------
                                                 (Unaudited)

                      Raw material and supplies   $  282,000

                      Finished goods ..........    2,102,955
                                                  ----------
                      TOTAL ...................   $2,384,955




<PAGE>



Item 2:  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
          OF OPERATIONS

Three Months Ending July 31, 1999 vs. Three Months Ending July 31, 1998

Sales increased  $12,944,  to $1,598,851 from $1,585,907 in the third quarter of
fiscal 1998.  Connector  Division sales  decreased 5% to $1,316,153  compared to
$1,391,239 for the same quarter last year. Sales at RF Connector  continue to be
affected by sluggish market demand.  Sales at Neulink  increased 45% to $282,803
compared  to  $194,668  last  year.  The  increase  in  Neulink  sales is due to
contracts received earlier in the year.

Cost of sales  declined  $164,766 to  $618,884  from  $763,650.  As a percent of
sales,  cost of sales declined to 39% of sales,  compared to 49% of sales in the
same  quarter  last  year.  The  decline  in cost of  sales is  attributable  to
increased shipments of higher-margin products during the quarter,  including the
Company's  new  Coaxial  Cable  Assemblies,  and higher  sales from the  Neulink
Division.

Engineering  expenses  decreased by $37,291,  to $73,065 from $110,356 last year
and  also  declined  to 5% of  sales  from 7% of sales  last  year.  Engineering
expenses  for Neulink  were lower in the  quarter,  compared to  unusually  high
expenses last year to support development of new wireless modem products.

Selling and general expenses increased  $60,426,  to $441,912 from $381,486 last
year,  and increased,  as a percent of sales,  to 28% of sales from 24% of sales
last  year.  This  increase  is due to  increased  advertising  to  promote  our
products.

Interest  income declined to $31,041 from $34,502 last year due to lower average
interest rates received on the Company's cash investments.


Nine Months Ended July 31, 1999 vs. Nine Months Ended July 31, 1998

Net sales decreased 10%, or $480,229, to $4,421,667 from $4,901,897 in the first
nine months of fiscal 1998. RF Connectors sales decreased 10% to $3,554,697 from
$3,961,022 in the same period last year.  Neulink sales were  $866,970,  down 8%
from the same period  last year.  The  decline in sales is  attributable  to the
overall slow-down in the electronic distributor market.

Cost of sales declined  $375,981 to $2,028,026 from $2,404,007.  As a percent of
sales,  cost of sales  declined to 46% of sales  compared to 49% of sales in the
same quarter last year.  The reduction in cost of sales for the period is due to
an improved product mix.

Engineering expenses decreased 40%, or $142,418,  to $213,564 from $355,982 last
year. This decrease is due to lower Neulink R&D expenses compared to last year.


<PAGE>

MANAGEMENT'S  DISCUSSION  AND  ANALYSIS OF  FINANCIAL  CONDITION  AND RESULTS OF
OPERATIONS  (continued)

Selling and general  expenses  increased  17%, or $187,088,  to $1,290,000  from
$1,102,912 for the same period last year. Selling and general expenses increased
to 29% of sales  compared to 23% for the same period last year.  The increase is
due to increased advertising and trade show expenses.

Interest  income  increased 15%, or $12,000,  to $94,000 from $82,000 due to the
company's higher average invested balances.

The provision for income taxes declined by $52,000 due to lower net income.  The
blended tax rate remained at approximately 40% in both nine month periods.

Material changes in financial condition:

Cash and decreased  $222,888 to $986,255 compared to the October 31, 1998 fiscal
year balance of  $1,209,143.  Cash was applied to  investments  in available for
sale securities,  which increased by $895,022 to $2,024,604 from $1,129,582. The
total of cash and  investments  increased by $672,134 to  $3,010,859 at July 31,
1999 from $2,338,725 at October 31, 1998.

Trade accounts receivable  declined by $161,018,  or 20% to $645,651 compared to
the October 31, 1998 balance of  $806,669.  The decline is due to lower sales in
fiscal 1999.

Inventories decreased $81,493 to $2,384,955 from $2,466,448 at October 31, 1998,
due to lower sales in fiscal 1999. The Company endeavors to maintain inventories
which are in balance with customer demand.

Prepaid expenses and deposits were essentially  unchanged,  increasing $4,386 to
$248,793 from $244,407. The change is associated with prepayments for inventory.

Accounts  payable  declined by $69,078,  or  approximately  34% to $134,572 from
$203,650 due to the decline in sales and the Company's strong cash position.

Accrued expenses declined by $159,781 to $298,889 from $458,670.  This is due to
a difference in the timing of payments for accrued federal and state taxes.


Year 2000 Issue

The Year 2000 issue is the result of computer  programs using only two digits to
identify a year within date fields. Date-sensitive software may recognize a date
using "00" as year 1900 rather than the year 2000. Such an error could result in
a system failure causing disruptions of operations. The Company is assessing the
readiness of its  significant  suppliers  and large  customers to determine  the
extent to which the Company is  vulnerable  to those third  parties'  failure to
remedy their own year 2000 issues.  The Company has updated  equipment  and does
not expect any problems resulting from the Year 2000 issue.  However,  there can
be no guarantee that the systems of other companies will be timely converted, or
that a failure to convert by another company would not have a material effect on
the Company. The Company has determined that it has no exposure to contingencies
related to the Year 2000 issue for the products it has sold.


<PAGE>




PART II.   OTHER INFORMATION


        Items 1-4:     Not applicable

        Item 5:        Information required in lieu of Form 8-K

                       None.

        Item 6:        Exhibits and Reports on 8-K

                       (a)      None required

                       (b)      Reports on Form 8-K

                                No reports on Form 8-K were filed during  fiscal
                                 quarter ended July 31, 1999.




<PAGE>





                                   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.




                                               RF INDUSTRIES, LTD.


Dated: September 22, 1999                      By:         Howard F. Hill
                                                       -------------------------
                                                       Howard F. Hill, President
                                                       Chief Executive Officer


Dated: September 22, 1999                      By:         Terrie A. Gross
                                                       -------------------------
                                                       Terrie A. Gross
                                                       Chief Financial Officer