<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                   FORM 10-QSB

(MARK ONE)

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

                        For Quarterly Period Ended June 30, 1998


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


                         Commission File Number: 0-26804

PLANET POLYMER TECHNOLOGIES, INC.
--------------------------------------------------------------------------------
(Exact name of small business issuer as specified in its character)

CALIFORNIA                                                       33-0502606
--------------------------------------------------------------------------------
(State or other jurisdiction of incorporation                  I.R.S. Employer
 or organization)                                             Identification No.

9985 Businesspark Ave., Suite A, San Diego, California        92131
--------------------------------------------------------------------------------
(Address of principal executive offices)                      (Zip Code)

(619) 549-5130
--------------------------------------------------------------------------------
(Issuer's telephone number, including area code)


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

         [ X ]  YES                         [   ]   NO

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:

<TABLE>
<CAPTION>
         Class                              Outstanding at June 30, 1998
         -----                              ----------------------------
<S>                                         <C>      
         Common Stock, no par value         5,319,008
</TABLE>



<PAGE>   2

                        PLANET POLYMER TECHNOLOGIES, INC.
                          FORM 10-QSB QUARTERLY REPORT
                           QUARTER ENDED JUNE 30, 1998



                                      INDEX

<TABLE>
<CAPTION>
                                                                                                  PAGE NO.
                                                                                                  --------
<S>                        <C>                                                                    <C>
PART I - FINANCIAL INFORMATION

         Item 1            Consolidated Balance Sheet (Unaudited)
                           June 30, 1998                                                             2

                           Consolidated Statements of Operations (Unaudited)
                           Three Months Ended June 30, 1998 and 1997                                 3

                           Consolidated Statements of Operations (Unaudited)
                           Six Months Ended June 30, 1998 and 1997                                   4

                           Consolidated Statement of Shareholders' Equity (Unaudited)
                           Six Months Ended June 30, 1998                                            5

                           Consolidated Statements of Cash Flows (Unaudited)
                           Six Months Ended June 30, 1998 and 1997                                   6

                           Notes to Unaudited Consolidated Financial Statements                      7

         Item 2            Management's Discussion and Analysis of
                           Financial Condition and Results of Operations                             8

PART II - OTHER INFORMATION

         Item 1            Legal Proceedings                                                        12

         Item 2            Changes in Securities                                                    12

         Item 3            Defaults upon Senior Securities                                          12

         Item 4            Submission of Matters to a Vote of Security Holders                      12

         Item 5            Other Information                                                        12

         Item 6            Exhibits and Reports on Form 8K                                          12

SIGNATURES                                                                                          13
</TABLE>

<PAGE>   3
                PLANET POLYMER TECHNOLOGIES, INC. AND SUBSIDIARY

                           CONSOLIDATED BALANCE SHEET
                                 ---------------


<TABLE>
<CAPTION>
                                                                                     JUNE 30,
ASSETS                                                                                1998
                                                                                  ------------
<S>                                                                               <C>         
Current assets:
    Cash and cash equivalents                                                     $    933,569
    Accounts receivable, net of allowance for doubtful accounts of $10,000             308,950
    Inventories, net                                                                   360,659
    Prepaid expenses                                                                    66,107
    Deferred income taxes                                                               16,014
                                                                                  ------------
           Total current assets                                                      1,685,299

Restricted cash                                                                        108,277
Property, plant and equipment, net                                                     793,962
Goodwill, net                                                                          560,019
Patents and other, net                                                                 325,433
                                                                                  ------------
           Total assets                                                           $  3,472,990
                                                                                  ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
    Accounts payable and accrued expenses                                         $    188,876
    Notes payable                                                                       96,263
                                                                                  ------------
           Total current liabilities                                                   285,139

Other liabilities                                                                      351,597
Deferred income taxes                                                                    9,721
                                                                                  ------------
           Total liabilities                                                           646,457
                                                                                  ------------

Shareholders' equity:
    Preferred Stock, no par value
        Authorized shares 4,250,000
        No shares issued or outstanding                                                     --
    Series A Convertible Preferred Stock, no par value
        Authorized shares 750,000
        Issued and outstanding 500,000                                                 804,435
        Liquidation preference $2 per share
    Common Stock, no par value
        Authorized shares 20,000,000
        Issued and outstanding 5,319,008                                            10,979,206
    Accumulated deficit                                                             (8,957,108)
                                                                                  ------------
           Total shareholders' equity                                                2,826,533
                                                                                  ------------
           Total liabilities and shareholders' equity                             $  3,472,990
                                                                                  ============
</TABLE>



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



                                       2
<PAGE>   4

                PLANET POLYMER TECHNOLOGIES, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                 ---------------


<TABLE>
<CAPTION>
                                                       THREE MONTHS ENDED JUNE 30,
                                                     -------------------------------
                                                        1998                1997
                                                     -----------         -----------
<S>                                                  <C>                 <C>        
Sales                                                $   462,378         $   868,402
Cost of sales                                            477,951             640,673
                                                     -----------         -----------
        Gross profit                                     (15,573)            227,729
                                                     -----------         -----------
Operating expenses:
     General and administrative                          218,668             263,231
     Marketing                                            69,088               7,765
     Research and development, net                       162,176              70,867
                                                     -----------         -----------
        Total operating expenses                         449,932             341,863
                                                     -----------         -----------
        Loss from operations                            (465,505)           (114,134)
Other income, net                                          8,269               8,973
                                                     -----------         -----------
        Loss before income taxes                        (457,236)           (105,161)
Income taxes                                              (1,653)             14,027
                                                     -----------         -----------
        Net loss                                     $  (455,583)        $  (119,188)
                                                     ===========         ===========
        Loss per share (Basic and Diluted)           $     (0.09)        $     (0.02)
                                                     ===========         ===========
        Shares used in per share computations          5,311,746           5,271,269
                                                     ===========         ===========
</TABLE>



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



                                       3
<PAGE>   5

                PLANET POLYMER TECHNOLOGIES, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                 ---------------


<TABLE>
<CAPTION>
                                                        SIX MONTHS ENDED JUNE 30,
                                                     -------------------------------
                                                        1998                1997
                                                     -----------         -----------
<S>                                                  <C>                 <C>        
Sales                                                $ 1,052,184         $ 1,740,257
Cost of sales                                            993,940           1,288,794
                                                     -----------         -----------
        Gross profit                                      58,244             451,463
                                                     -----------         -----------
Operating expenses:
     General and administrative                          441,914             516,068
     Marketing                                           127,782             194,117
     Research and development, net                       274,541             177,219
                                                     -----------         -----------
        Total operating expenses                         844,237             887,404
                                                     -----------         -----------
        Loss from operations                            (785,993)           (435,941)
Other income, net                                         19,167              30,649
                                                     -----------         -----------
        Loss before income taxes                        (766,826)           (405,292)
Income taxes                                               1,915              29,094
                                                     -----------         -----------
        Net loss                                     $  (768,741)        $  (434,386)
                                                     ===========         ===========
        Loss per share (Basic and Diluted)           $     (0.14)        $     (0.08)
                                                     ===========         ===========
        Shares used in per share computations          5,304,842           5,271,269
                                                     ===========         ===========
</TABLE>



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



                                       4
<PAGE>   6

                PLANET POLYMER TECHNOLOGIES, INC. AND SUBSIDIARY

                 CONSOLIDATED STATEMENT OF SHAREHOLDERS' EQUITY
                                 ---------------


<TABLE>
<CAPTION>
                                                  SERIES A PREFERRED STOCK        COMMON STOCK
                                                  ------------------------  ------------------------  ACCUMULATED
                                                    SHARES       AMOUNT       SHARES       AMOUNT       DEFICIT       TOTAL
                                                  -----------  -----------  -----------  -----------  -----------   -----------
<S>                                               <C>          <C>          <C>          <C>          <C>           <C>        
Balance at December 31, 1997                          500,000  $   804,435    5,300,144  $10,940,967  $(8,158,369)  $ 3,587,033
Issuance of Common Stock as a dividend on
   Convertible Preferred Stock on March 15, 1998           --           --       10,169       14,999      (14,999)           --
Issuance of Common Stock as a dividend on
   Convertible Preferred Stock on June 15, 1998            --           --        8,695       14,999      (14,999)           --
Fair Market Value of Stock Options
   granted to a scientific advisor                         --           --           --        8,241           --         8,241
Net loss for the six months
   ended June 30, 1998                                     --           --           --           --     (768,741)     (768,741)
                                                  -----------  -----------  -----------  -----------  -----------   -----------
Balance at June 30, 1998                              500,000  $   804,435    5,319,008  $10,979,206  $(8,957,108)  $ 2,826,533
                                                  ===========  ===========  ===========  ===========  ===========   ===========
</TABLE>



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



                                       5
<PAGE>   7


                PLANET POLYMER TECHNOLOGIES, INC. AND SUBSIDIARY

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 ---------------


<TABLE>
<CAPTION>
                                                                  SIX MONTHS ENDED JUNE 30,
                                                                ------------------------------
                                                                   1998               1997
                                                                -----------        -----------
<S>                                                             <C>                <C>         
Cash flows from operating activities:
     Net loss                                                   $  (768,741)       $  (434,386)
     Adjustments to reconcile net loss to net cash used
        by operating activities:
        Depreciation and amortization                               104,731             85,959
        Compensation expense -- non-cash                              8,241            (62,667)
        Gain on disposal of assets                                       --               (375)
     Changes in assets and liabilities:
        Accounts receivable                                          77,107            103,716
        Inventories, net                                             81,774             83,921
        Prepaid expenses                                             17,651             13,424
        Other assets                                                  5,859              7,503
        Accounts payable and accrued expenses                       (19,967)          (105,159)
        Other liabilities                                             6,199                 --
                                                                -----------        -----------
            Net cash used by operating activities                  (487,146)          (308,064)
                                                                -----------        -----------
Cash flows from investing activities:
     Purchases of property and equipment                            (52,098)              (621)
     Proceeds from the sale of property and equipment                    --              3,000
     Cost of patents and other                                       (9,598)            (9,536)
                                                                -----------        -----------
            Net cash used by investing activities                   (61,696)            (7,157)
                                                                -----------        -----------
Cash flows from financing activities:
     Payments on short-term borrowings                                   --            (48,935)
     Proceeds from equipment lease                                   11,317                 --
     Payments on long-term debt                                     (45,311)                --
                                                                -----------        -----------
            Net cash used by financing activities                   (33,994)           (48,935)
                                                                -----------        -----------
            Net decrease in cash and cash equivalents              (582,836)          (364,156)
Cash and cash equivalents at beginning of period                  1,516,405          1,640,392
                                                                -----------        -----------
Cash and cash equivalents at end of period                      $   933,569        $ 1,276,236
                                                                ===========        ===========


Supplemental disclosure of non-cash activity:
     Stock options granted to a consultant                      $        --        $       704
     Stock options granted to a scientific advisor                    8,241                 --
     Issuance of Common Stock dividend on Preferred Stock            29,998                 --
</TABLE>



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



                                       6
<PAGE>   8

                        PLANET POLYMER TECHNOLOGIES, INC.
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS



1.    Basis of Presentation

    The accompanying unaudited financial statements of Planet Polymer
Technologies, Inc. (the "Company" or "Planet") have been prepared in accordance
with the interim reporting requirements of Form 10-QSB, pursuant to the rules
and regulations of the Securities and Exchange Commission. Accordingly, they do
not include all of the information and footnotes required by generally accepted
accounting principles for complete financial statements.

    In the opinion of management, all adjustments (consisting of only normal
recurring adjustments) considered necessary for a fair presentation have been
included. Operating results for the six month period ended June 30, 1998 are not
necessarily indicative of results that may be expected for the year ending
December 31, 1998. For additional information, refer to the Company's financial
statements and notes thereto for the year ended December 31, 1997 contained in
the Company's Form 10-KSB for the fiscal year ended December 31, 1997.

    Certain items shown in the June 30, 1997 financial statements have been
reclassified to conform with the current period presentation.

2.    Shareholders' Equity

    On June 15, 1998 the Company issued to the holder of Series A Preferred
Stock a dividend of 8,695 shares of Common Stock valued at approximately
$14,999.

3.    Stock Option Plan

    On April 29, 1998, the Company's Board of Directors granted non-statutory
stock options to purchase 10,000 shares of Common Stock at an exercise price of
$1.75 per share to a scientific advisor of the Company under the 1995 Stock
Option Plan. These options vest ratably over the one-year term of the agreement
and expire on April 28, 2008. In connection with this transaction, the Company
recorded a charge to income, for the three months ended June 30, 1998, of
approximately $8,241, based on the Black Scholes option-pricing model. As of
June 30, 1998, none of these options have been exercised.

    On May 21, 1998, the Company's Board of Directors granted non-statutory
stock options to purchase an aggregate of 36,000 shares of Common Stock at an
exercise price of $2.00 per share to outside directors under the 1995 Stock
Option Plan. These options vest fully as of the date of grant and expire on May
20, 2008. As of June 30, 1998, none of these options have been exercised.



                                       7
<PAGE>   9

                         PART I - FINANCIAL INFORMATION
           ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

                        PLANET POLYMER TECHNOLOGIES, INC.


Except for the historical information contained herein, the discussions in this
report contain forward looking statements that involve certain risks and
uncertainties. The Company's actual results could differ materially from those
discussed in this report. Factors that could cause or contribute to such
differences include, but are not limited to those discussed below and in the
Company's Form 10-KSB for the fiscal year ended December 31, 1997.

OVERVIEW

    Planet Polymer Technologies, Inc. (the "Company" or "Planet") is a specialty
chemical Company that designs, develops, manufactures and markets degradable and
recycled polymer materials. The Company's proprietary polymer materials, which
are marketed under the trademarks EnviroPlastic(R) and Aquadro(TM), can be used
to produce films, coatings and injection molded parts that serve as
environmentally compatible alternatives to conventional plastics. The Company
emerged from the development stage as a result of its acquisition of Deltco of
Wisconsin, Inc., a Wisconsin corporation ("Deltco"), effective January 1, 1996.
Prior to this acquisition, substantially all of the Company's resources had been
devoted to the development and commercialization of its EnviroPlastic(R) and
Aquadro(TM) technologies and products.

    Deltco is a manufacturer and reprocessor of thermoplastic scrap resins and
is located in Ashland, Wisconsin. The Company maintains Deltco as a wholly owned
subsidiary, and uses its plant, equipment and other physical property in the
manner in which it was used prior to the acquisition.

    During this quarter, Planet continued to focus on internally-funded, rather
than customer-funded product development. The Company will continue to
participate in customer-funded development when appropriate, but believes
internally-funded development is advantageous as to certain technologies and
applications. Additionally, during this quarter, the president of Deltco
resigned to pursue other career opportunities. His responsibilities have been
reassigned and the Company does not expect his departure to have a material
impact on operations.

    The Company continues to focus on commercializing its AQUAMIM(TM),
EnviroPlastic(R) and Aquadro(TM) technologies and growing Deltco's manufacturing
business. The Company expects that research and development and marketing
expenses may increase significantly in the future as the Company's products are
commercialized and continued efforts are focused on Deltco's resins. The Company
does not expect that general and administrative expenses will increase
significantly in the next three months.

    Planet has incurred operating losses since its inception and has an
accumulated deficit of approximately $9.0 million as of June 30, 1998. The
Company expects to incur additional losses for the foreseeable future.



                                       8
<PAGE>   10

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

                        PLANET POLYMER TECHNOLOGIES, INC.


RESULTS OF OPERATIONS

Revenue

    The Company's revenues decreased from approximately $868,000 for the three
months ended June 30, 1997 to approximately $462,000 for the three months ended
June 30, 1998 and from approximately $1,740,000 for the six months ended June
30, 1997 to approximately $1,052,000 for the six months ended June 30, 1998.
This decrease was primarily attributed to declines in both sales volume and
sales price of approximately 17% and 17%, respectively, for the three months
ended June 30, 1998 and from approximately 16% and 13%, respectively, for the
six months ended June 30, 1998 for Deltco's recycled polypropylene due to price
decreases in virgin polypropylene. Since Deltco's recycled polypropylene is
generally a lower cost substitute for virgin polypropylene such price decreases
lessened demand for Deltco's recycled material. The price decreases in virgin
polypropylene were substantially related to the low cost of oil and a decrease
in demand for polypropylene in Asia. The Company expects this trend to continue
for the foreseeable future.

Cost of Sales

    Cost of sales decreased from approximately $641,000 for the three months
ended June 30, 1997 to approximately $478,000 for the three months ended June
30, 1998 and from approximately $1,289,000 for the six months ended June 30,
1997 to approximately $994,000 for the six months ended June 30, 1998. The
decrease was primarily attributable to lower sales volume at Deltco, offset by
additional costs at Deltco associated with the qualifying of additional
suppliers of scrap resin, write-offs of obsolete inventory and an inventory
reserve of approximately $33,000 to reflect market values less than cost.

General and Administrative Expenses

    General and administrative expenses decreased from approximately $263,000
for the three months ended June 30, 1997 to approximately $219,000 for the three
months ended June 30, 1998 and from approximately $516,000 for the six months
ended June 30, 1997 to approximately $442,000 for the six months ended June 30,
1998. This decrease was primarily attributable to decreased costs of outside
services.

Marketing Expenses

    Marketing expenses increased from approximately $8,000 for the three months
ended June 30, 1997 to approximately $69,000 for the three months ended June 30,
1998. This increase was primarily attributable to a $63,000 downward revision,
during the three months ended June 30, 1997, to the December 31, 1996 estimated
fair value of non-cash incentive compensation expense of stock granted to the
president of Deltco.



                                       9
<PAGE>   11
           ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULTS OF OPERATIONS - (CONTINUED)

                        PLANET POLYMER TECHNOLOGIES, INC.



RESULTS OF OPERATIONS, CONTINUED

    Marketing expenses decreased from approximately $194,000 for the six months
ended June 30, 1997 to approximately $128,000 for the six months ended June 30,
1998. This decrease was primarily attributable to the $63,000 revision
previously discussed and reductions in outside services, sales and marketing
personnel and international travel expenditures, offset by increased marketing
efforts in North America.

Research and Development Expenses, Net

    The Company's net research and development expenses increased from
approximately $71,000 for the three months ended June 30, 1997 to approximately
$162,000 for the three months ended June 30, 1998 and from approximately
$177,000 for the six months ended June 30, 1997 to approximately $275,000 for
the six months ended June 30, 1998. This increase was primarily due to lower
research and development revenue at Planet and increases in costs associated
with advancing AQUAMIM(TM), EnviroPlastic(R) CRT and Aquadro(TM) technologies.



                                       10
<PAGE>   12
           ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULTS OF OPERATIONS - (CONTINUED)

                        PLANET POLYMER TECHNOLOGIES, INC.


LIQUIDITY AND CAPITAL RESOURCES

    Since its inception, Planet has financed its operations primarily through
the sale of equity securities and revenue from customer development agreements.
The Company has raised approximately $4 million (net of issuance costs) from the
private sale of Common Stock. In September 1995, the Company completed its
initial public offering ("IPO") in which it sold an aggregate of 1,150,000
shares of Common Stock and received net proceeds of approximately $5.6 million.

    In January 1996, the Company used $1,125,000 in cash and issued 96,775
shares of restricted Common Stock valued at approximately $508,000 to acquire
Deltco in a purchase transaction. In connection with the purchase, the Company
has one outstanding debt agreement related to a Small Business Administration
loan collateralized by a certificate of deposit and inventory at Deltco. As of
June 30, 1998 the loan balance was approximately $139,000. The Company has no
material commitments for capital expenditures.

    The Company recognizes the need to ensure that its operations will not be
impacted by the year 2000 issue. Thus, the Company has developed a plan to
modify its information technology in recognition of the year 2000 issue. The
plan calls for updating existing software and hardware to newer versions that
incorporate corrections to eliminate the problem. The plan was postponed during
the second quarter due to time constraints caused from production trials and
internal planning for the commercialization of AQUAMIM(TM). The Company has
estimated that the total cost of updating the Company's technology in order to
be year 2000 compliant will be approximately $35,000. The Company does not
expect the year 2000 issue and the plan to resolve it to have a significant
impact on its operations. However, there is no guarantee that the Company will
address all year 2000 issues in a timely fashion or that the systems of other
companies on which Planet's systems rely will be timely converted and would not
have an adverse effect on the Company's systems. For example, to the extent that
customers would be unable to order products or pay invoices or suppliers would
be unable to manufacture or deliver product, the Company's operations would be
affected.

    The Company used approximately $487,000 for operations for the six months
ended June 30, 1998. Such funds were used for research and development
activities, marketing efforts and administrative support.

    The Company used approximately $62,000 for investing activities for the six
months ended June 30, 1998. Such funds were used for the preparation of patents
and for the purchase of equipment.

    The Company used approximately $34,000 for financing activities for the six
months ended June 30, 1998. Such funds were used for the repayment of debt,
partially offset by proceeds from an equipment lease.

    The Company believes that its existing sources of liquidity and anticipated
revenue, including revenues generated from Deltco, will satisfy the Company's
projected working capital and other cash requirements through at least March
1999. There can be no assurance, however, that changes in the Company's plans or
other events affecting the Company's operating expenses will not result in the
expenditure of such resources before such time. The Company expects that it will
need to raise substantial additional funds to continue its current and planned
operations and establish large-scale manufacturing capabilities. The Company
intends to seek additional funding from existing and potential customers or
through public or private equity or debt financing. There can be no assurance
that additional financing will be available on acceptable terms, or at all.



                                       11
<PAGE>   13

                           PART II - OTHER INFORMATION

                        PLANET POLYMER TECHNOLOGIES, INC.

Item 1 - Legal Proceedings:
         None

Item 2 - Changes in Securities:
         None

Item 3 - Defaults upon Senior Securities:
         None

Item 4 - Submission of Matters to a Vote of Security Holders:
         The Annual Meeting of Shareholders of Planet Polymer Technologies, Inc.
         (the "Annual Meeting") was held on May 22, 1998 in San Diego, 
         California.

         Proposal 1 - Election of Directors
         Each of the candidates listed below were duly elected to the Board of
         Directors at the Annual Meeting by the tally indicated.

<TABLE>
<CAPTION>
         Candidate                     Votes in Favor     Votes Withheld
         ---------                     --------------     --------------
<S>                                    <C>                <C>   
         Robert J. Petcavich, Ph.D          4,999,436             14,328
         Michael M. Coleman, Ph.D           5,000,436             13,328
         Thomas M. Connelly                 5,000,361             13,403
         H.M. Busby                         4,131,822            881,942
         Thomas A. Landshof                 4,996,311             17,453
</TABLE>

         Proposal 2 - Ratification of Selection of Independent Auditors

<TABLE>
<CAPTION>
          Votes in Favor            Votes Against            Votes Abstained
          --------------            -------------            ---------------
<S>                                 <C>                      <C>
            5,004,436                   2,778                     6,550
</TABLE>

Item 5 - Other Information:
         Pursuant to the recent changes in the proxy rules, unless a shareholder
         who wishes to bring a matter before the shareholders at the Company's
         1999 annual meeting notifies the Company of such a matter prior to
         March 3, 1999, management will have discretionary authority to vote all
         shares for which it has proxies in opposition to such matter.

Item 6 - Exhibits and Reports on Form 8-K:

         (a)  Exhibits:

<TABLE>
<CAPTION>
              Exhibit Number             Description
              --------------             -----------
<S>                                      <C>
                  11.1                   Statement of Computation of Common and Common Equivalent Shares
                  27.1                   Financial Data Schedule
</TABLE>

         (b)  Reports on Form 8-K:
              None



                                       12
<PAGE>   14

                                   SIGNATURES

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


Date:  August 12, 1998           Planet Polymer Technologies, Inc.



                                 /s/ Robert J. Petcavich
                                 -----------------------------------------------
                                 Robert J. Petcavich
                                 President, Chief Executive Officer and Director
                                 (On behalf of Registrant and as Registrant's
                                 Principal Financial and Accounting Officer)



                                       13