U. S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                   FORM 10-QSB

[x] Quarterly report pursuant to Section 13 or 15(d) of the Securities  Exchange
Act of 1934.
For the quarterly period ended October 31, 1997.


[ ] Transition  report  pursuant to Section 13 or 15 (d) of the  Securities
Exchange Act of 1934.

For the transition period from              to                   


                  Commission File Number: 0-28666


                         AMERICAN BIO MEDICA CORPORATION
         -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


            New York                                  22-3378935
       -------------------------------------------------------------------
       (State or other jurisdiction                  (I.R.S. Employer
       incorporation or organization                Identification No.)


                   102 Simons Road Ancramdale, New York 12503
                   -------------------------------------------
                    (Address of principal executive offices)


                                  800-227-1243
                           ---------------------------
                           (Issuer's telephone number)



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


     Check whether the issuer

(1)  filed  all  reports  required  to be  filed by  Section  13 or 15(d) of the
     Exchange Act during the past 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 [ ]

     State the number of shares  outstanding of each of the issuer's  classes of
common equity as of the latest practicable date:

     13,793,541 Common Shares as of October 31, 1997
     60 Convertible "B" Preferred Shares as of October 31, 1997
     45.4 Convertible "C" Preferred Shares as of October 31, 1997

     Transitional Small Business Disclosure Format Yes [  ]  No [X]
<PAGE>
                                     PART I
                              FINANCIAL INFORMATION

     Item 1. Financial Statements

     The condensed  financial  statements  for the period ended October 31, 1997
included  herein have been  prepared by American  Bio Medica  Corporation,  (the
"Company")  without  audit,  pursuant  to  the  rules  and  regulations  of  the
Securities  and  Exchange  Commission  (the  "Commission").  In the  opinion  of
management,  the statements include all adjustments  necessary to present fairly
the financial position of the Company as of October 31, 1997, and the results of
operations  and cash flows for the six month  periods ended October 31, 1996 and
1997.















                                        2
<PAGE>
                         AMERICAN BIO MEDICA CORPORATION
                                  BALANCE SHEET

                                           April 30,         October 31,
                                             1997               1997
                                                             (Unaudited)
                                        -------------       -------------
                                     Assets

 Current assets
  Cash and cash equivalents             $  1,762,506        $  1,362,238
  Marketable securities,
    available for sale                     1,053,000           1,076,860
  Accounts receivable                        337,759           1,186,948
  Loan receivable                            102,250             104,500
  Inventory                                  668,723             981,311
  Prepaid expenses                             4,425              28,424
                                        -------------       -------------
  Current assets                           3,928,663           4,740,281

Fixed assets-net                             110,834             135,205
Other assets
  License rights                              38,470               4,792
  Patent costs                                28,783              31,593
                                        -------------       -------------
  Total other asset                           67,253              36,385
                                        -------------       -------------
Total assets                            $  4,106,750        $  4,911,871
                                        =============       =============

                      Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable and
   accrued expenses                     $    380,155        $    168,691
                                        -------------       -------------
Total current liabilities                    380,155             168,691

Capital stock
  Common  stock
   -authorized 30,000,000
   common shares, par value $.01
   per share, at April 30, 1997
   and October 31, 1997, 
   the common shares outstanding
   were 13,379,507 and 13,793,541
   respectively.                             133,795             137,935

  Preferred stock
   -authorized 5,000,000
    preferred shares, par value $.01
    per share , at April 30, 1997
    and October 31, 1997, the number
    of preferred shares outstanding
    was 90 and 105.5 respectively         
       1                    2

 Additional paid in capital               6,499,791            7,475,250
  Retained earnings                      (2,906,992)          (2,870,007)
                                        ------------        -------------
Total stockholders' equity                3,726,595            4,743,180
                                        ------------        -------------
Total liabilities
 and stockholders' equity               $ 4,106,750         $  4,911,871
                                        ============        =============

                 See accompanying notes to financial statements.

                                       3
<PAGE>
                      AMERICAN BIO MEDICA CORPORATION
                           STATEMENT OF OPERATIONS

                                        For the six         For the six
                                       months ended         months ended
                                        October 31,          October 31,
                                           1996                 1997
                                        (Unaudited)          (Unaudited)
                                        ------------        ------------

Revenue                                 $    48,587         $ 1,273,724
Less cost of
 goods sold                                  25,778             501,338
                                        ------------        ------------
Gross profit                                 22,809             772,386

Operations:
  General and
   administrative                           336,113             790,628
  Depreciation and
   amortization                              23,000              48,673
Research and
  development                                66,750
                                        ------------        ------------
Total expenses                              425,863             839,301

Income (loss) from
  operations                               (403,054)            (66,915)


Other income and
  expenses
  Retirement of
  debt                                      126,500
  Interest income                             1,336             103,900
                                        ------------        ------------
Total other income
 and expenses                               127,836             103,900
                                        ------------        ------------
Net Profit (Loss)
 from operations                        $  (275,218)        $    36,985
                                        ============        ============
 Net income (loss)
  per share                                   $(.02)               $.00
                                        ============        ============
Weighted number of
 shares outstanding                      12,450,860          13,718,265
                                        ============        ============


                 See accompanying notes to financial statements.


                                       4
<PAGE>


                        AMERICAN BIO MEDICA CORPORATION
                             STATEMENT OF OPERATIONS

                                        For the three      For the three
                                        months ended        months ended
                                         October 31,        October 31,
                                            1996               1997
                                         (Unaudited)         (Unaudited)
                                        ------------        ------------

Revenue                                 $    21,143         $   456,807
Less cost of
 goods sold                                  19,552             144,556
                                        ------------        ------------
Gross profit                                  1,591             312,251

Operations:
  General  and
   administrative                           161,166             401,073
  Depreciation and
   amortization                               3,600              24,474
Research and
  development                                 9,492
                                        ------------        ------------
Total expenses                              174,258             425,547

Income (loss) from
  operations                               (172,667)           (113,296)


Other income and
  expenses

  Interest income                               939              28,293
                                        ------------        ------------
Total other income
 and expenses                                   939              28,293
                                        ------------        ------------
Net Profit (Loss)
 from operations                        $  (171,728)        $   (85,003)
                                        ============        ============
 Net income (loss)
  per share                                   $(.01)              $(.01)
                                        ============        ============
Weighted number of
 shares outstanding                      12,450,860          13,718,265
                                        ============        ============






                                        5
 <PAGE>
                         AMERICAN BIO MEDICA CORPORATION
                            STATEMENT OF CASH FLOWS

                                         For the six        For the six
                                        months ended        months ended
                                         October 31,         October 31,
                                            1996                1997
                                         (Unaudited)         (Unaudited)
                                        ------------        ------------
CASH FLOWS FROM
 OPERATING ACTIVITIES
Net profit (loss)                        $ (275,218)        $    36,985
Compensation                                 50,000
Retirement of debt                          126,500
Amortization and
 depreciation                                23,000              48,673

Adjustments to
 reconcile net
  income to net cash

 Accounts receivable                        (13,714)           (849,189)
 Prepaid expenses                                              ( 23,999)
 Inventory                                  (28,741)           (312,588)
 Loan receivable                                               (  2,250)
 Accounts payable
  and accrued expenses                      ( 5,421)           (211,464)
                                        ------------        ------------
TOTAL CASH FLOWS
FROM OPERATIONS                            (123,594)         (1,313,832)

CASH FLOW FROM
FINANCING ACTIVITIES
Convertible debenture                      (132,000)
Sale of convertible preferred shares                            949,600
Sale of common shares                     1,481,903              30,000
                                        ------------        ------------
TOTAL CASH FLOWS FROM
FINANCING ACTIVITIES                      1,349,903             979,600

CASH FLOWS FROM
INVESTING ACTIVITIES
  Marketable securities                  (1,411,866)           ( 23,860)
  Patent costs                              ( 2,000)           (  2,810)
  Capital assets                            (61,496)           ( 39,366)
                                        ------------        ------------
TOTAL CASH FLOWS
FROM INVESTING
ACTIVITIES                               (1,475,362)           ( 66,036)

NET INCREASE
(DECREASE) IN CASH                         (249,053)           (400,268)
CASH BALANCE
BEGINNING OF PERIOD                         437,532           1,762,506
                                        ------------        ------------
CASH BALANCE END
 OF PERIOD                              $   188,479         $ 1,362,238
                                        ============        ============

                 See accompanying notes to financial statements.

                                       6
<PAGE>
                         AMERICAN BIO MEDICA CORPORATION
                       STATEMENT OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>

                                                                    Additional
                    Common      Common      Preferred  Preferred     Paid-in   
   Retained
                    Stock       Stock         Stock      Stock       capital   
   Earnings         Total
                  ----------   ---------    ---------  ---------   
------------  ------------    ----------
<S>               <C>          <C>            <C>        <C>        <C>        
  <C>             <C>

04-30-1996        11,977,357   $ 119,774                            $ 2,636,127
  $(2,401,671)    $ 354,230

06-04-1996            11,333         113                                  8,387
                      8,500
06-04-1996            25,000         250                                 24,750
                     25,000
07-31-1996(1)        176,000       1,760                                130,240
                    132,000
07-31-1996(1)         13,333         133                                  9,867
                     10,000
07-31-1996(2)        100,000       1,000                                 49,000
                     50,000
07-31-1996(3)         32,000         320                                 31,680
                     32,000
07-31-1996(4)        100,000       1,000                                 99,000
                    100,000
09-09-1996(3)         18,000         180                                 17,820
                     18,000
09-23-1996(5)                                            $    1       1,409,999
                  1,410,000

01-31-1997(6)        697,445       6,975                              2,085,211
                  2,092,186
04-30-1997(7)        229,039       2,290                                
(2,290)                          0
04-30-1997       Net loss                                             
(505,321)                   (505,321)
                  ----------   ---------                 -------    
-----------  ------------   -----------
04-30-1997        13,379,507   $ 133,795                 $    1      $6,499,791
  $(2,906,992)   $3,726,595

Unaudited
07-31-1997(7)        301,120       3,011                                 (3,011)
10-31-1997                                     (1)           (1)              1
                          0
10-31-1997(6)         10,000         100                                 29,900
                     30,000
10-31-1997(7)        102,914       1,029                                
(1,029)                          0
10-31-1997(8)                                 105.5           2         949,598
                    949,600
10-31-1997         Net profit                                                  
       36,985        36,985
                  ----------   ---------     ------      -------   
------------  ------------   ----------
10-31-1997        13,793,541   $ 137,935      105.5      $    2     $ 7,475,250
  $(2,870,007)   $4,743,180
                  ==========   =========    =======      =======   
============  ============   ==========
</TABLE>

                                        7
<PAGE>

                         AMERICAN BIO MEDICA CORPORATION
                        STATEMENT OF STOCKHOLDERS' EQUITY


(1)  Common Shares issued for conversion of debt

(2)  Common Shares issued pursuant to Rule 504 at $.50 per share

(3)  Common Shares issued upon exercise of "B" Warrants

(4)  Common Shares issued upon exercise of "A" Warrants

(5)  Sale of Preferred Shares for $1,500,000 less commissions of $90,000

(6)  Common Shares issued upon exercise of warrants

(7)  Conversion of Preferred Shares into Common Shares

(8)  Sale of 60 Convertible B Preferred  Shares and 45.5 Convertible C Preferred
     Shares
















                                       8
<PAGE>

                        AMERICAN BIO MEDICA CORPORATION
                         NOTES TO FINANCIAL STATEMENTS
                    FOR THE SIX MONTHS ENDED OCTOBER 31, 1997

1. BASIS OF PRESENTATION

     The  accompanying  unaudited  financial  statements of American Bio Medica,
Corporation, (the "Company"),  reflect all adjustments which are, in the opinion
of  management,  necessary  to a fair  statement  of the  results of the interim
periods  presented.  All such adjustments are of a normal recurring nature.  The
financial  statements  should be read in conjunction with the notes to financial
statements contained in the Company's  Annual Report on Form 10-KSB for the year
ended April 30, 1997.

2. INVENTORIES.

     Inventory  has been  recorded  at the  lower of cost or  market  under  the
first-in-first-out method. Inventory components were as follows:

                                            April 30, 1997     October 31, 1997
                                            --------------     ----------------
Books held for resale                        $   43,528          $   30,934

Workplace drug screening tests:
  Raw materials                                 292,456             375,654
  Work in process                               183,500             210,052
  Finished Goods                                149,239             364,671
                                             ----------          ----------
Total workplace drug screening
 tests:                                      $  625,195          $  950,377
                                             ----------          ----------
Total inventory                              $  668,723          $  981,311
                                             ==========          ==========

3. NET INCOME PER SHARE

     Primary  earnings  per share are based on the  weighted  average  number of
common and dilutive common  equivalent shares  outstanding  during each quarter.
The  weighted  average  shares for  computing  primary  earnings  per share were
12,450,860  and  13,718,265  for the quarters  ended  October 31, 1996 and 1997,
respectively

4. ACCOUNTING FOR INCOME TAXES

     The Company follows Statement of Financial  Accounting Standards (SFAS) No.
109,  "Accounting  for Income  Taxes,"  which  requires  an asset and  liability
approach of accounting for income taxes. Deferred tax assets and liabilities are
computed  annually for  differences  between  financial  statement basis and tax
basis  of  assets,   liabilities  and  available  general  business  tax  credit
carry-forwards.  A valuation  allowance is established  when necessary to reduce
deferred tax assets to the amount expected to be realized.

5. MARKETABLE SECURITIES

     The Company adopted Financial Accounting Standards Board ("FASB") Statement
No. 115, "Accounting for Certain Investments in Debt and Equity Securities" (the
"Statement")  which  requires that  investments in equity  securities  that have
readily   determinable  fair  values  and  investments  in  debt  securities  be
classified    in    three    categories:    h
`eld-to-maturity,     trading    and
available-for-sale.  Based on the nature of the assets  held by the  Company and
Management's investment strategy, the Company's investments have been classified
as available-for-sale.  Management determines the appropriate  classification of
debt securities at the time of purchase and reevaluates  such  designation as of
each balance sheet date.

                                       8
<PAGE>

     Securities classified as  available-for-sale  are carried at estimated fair
value, as determined by quoted market prices,  with unrealized gains and losses,
net of tax, reported in a separate component of stockholders' equity. At October
31, 1997,  the Company had no  investments  that were  classified  as trading or
held-to-maturity as defined by the Statement.

     The following is a summary of cash, cash equivalents and available-for-sale
securities by balance sheet classification at April 30, 1997:

                                                                     Estimated
                                           Gross         Gross          Fair
                                        Unrealized     Unrealized      Market
                              Cost         Gains        Losses         Value
                           ---------   -------------  -----------   -----------
Cash                     $    99,039       $-0-           $-0-      $    99,039
Certificates of deposit
  90 days and less         1,663,467        -0-            -0-        1,663,467
                         -----------   -------------  -----------   -----------
Total cash and cash
   equivalents           $ 1,762,506       $-0-           $-0-      $ 1,762,506
                         ===========   =============  ===========   ===========
Marketable Securities
  Due in one year or
  less Certificates of
  Deposit                $ 1,053,000       $-0-          $-0-       $ 1,053,000
                         ===========   =============  ===========   ===========

     The following is a summary of cash, cash equivalents and available-for-sale
securities by balance sheet classification at October 31, 1997:

                                                                     Estimated
                                           Gross         Gross          Fair
                                        Unrealized     Unrealized      Market
                              Cost         Gains        Losses         Value
                           ---------   -------------  -----------   -----------
                                                               
Cash                     $    99,640       $-0-          $-0-       $    99,640
Certificates of deposit
  90 days and less         1,262,598        -0-           -0-         1,262,598
                         -----------  --------------  -----------   -----------
Total cash and cash
   equivalents           $ 1,362,238       $-0-          $-0-       $ 1,362,238
                         =========== ===============  ===========   ===========
Marketable Securities
  Due in one year or
  less Certificates of
  Deposit                $ 1,076,860       $-0-         $-0-        $ 1,076,860
                         =========== ===============  ===========   ===========

                                       9
<PAGE>

6. Issuance of Capital Stock and PRIVATE PLACEMENTS

a.   ISSUANCE OF COMMON SHARES

     The  Company  sold 10,000  Common  Shares  through  the  exercise of 10,000
options for an aggregate consideration of $30,000 or $3.00 per share.

     The Company  issued  102,914  Common  Shares  through the  conversion of 20
Convertible "A" Preferred Shares.

b.   Series B Convertible Preferred Shares

     In September,  1997, the Company sold 60 8% Series B Convertible  Preferred
Shares, ("B Preferred Shares") at $10,000 each for an aggregate of $600,000 less
an 8% commission of $48,000 for net proceeds of $552,000. Each B Preferred Share
(plus  accumulated  but unpaid  dividends)  is  convertible  into common  shares
calculated  by  dividing  $10,000 by the  lesser of $3.50 or 75% of the  average
closing price of the Common Shares for the 20 trading days preceding conversion.
Neither  the  Preferred  Shares  nor the  Common  Shares  into which they may be
converted  may be sold or  transferred  in public  markets  without an effective
registration under the Securities Act of 1933.

     During the period the B Preferred Shares are outstanding, no dividend shall
be paid or set apart for  payment  on the  Common  Shares or any other  class of
shares ranking  junior to the B Preferred  Shares in either payment of dividends
or liquidation  unless full dividends on all outstanding B Preferred Shares have
been  paid in full for all  past  dividend  periods  and the  dividends  for the
current period have been paid or declared and sufficient funds set apart.

     The Company  has agreed to  register  the Common  Shares  underlying  the B
Preferred Shares.

c.   Series C Convertible Preferred Shares

     During the month of September,  1997 the Company sold 45.5 Shares of Series
C  Convertible  Preferred  Shares ("C  Preferred  Shares")  for an  aggregate of
$455,000 less a 10%  commission of $45,500 for net proceeds of $409,500.  Each C
Preferred Share (plus  accumulated  dividends) is convertible into Common Shares
calculated  by  dividing  $10,000 by the  lesser of $3.50 or 75% of the  average
closing price of the Common Shares for the 20 trading days preceding conversion.
Neither  the C  Preferred  Shares nor the Common  Shares  into which they may be
converted  may be sold or  transferred  in public  markets  without an effective
registration under the Securities Act of 1933.

     The Company  has agreed to  register  the Common  Shares  underlying  the C
Preferred Shares.
   
8. SUBSEQUENT EVENTS

     The Company has  received  conditional  approval  for listing on the Nasdaq
SmallCap  market  subject to  maintenance of closing price of at least $4.00 per
share for ten consecutive trading days.
 

                                       10

<PAGE>

Item 2. Management's Discussion and Analysis or Plan of Operation

                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                for the six months ended October 31, 1996 and 1997
                 -------------------------------------------------

     Except for the description of historical facts contained herein,  this Form
10-QSB  contains  certain  forward  looking  statements  that involve  risks and
uncertainties as detailed herein and from time to time in the Company's  filings
with the Securities and Exchange  Commission and elsewhere.  Such statements are
based on  management's  current  expectations  and are  subject  to a number  of
factors and uncertainties  which could cause actual results to differ materially
from those described in the forward-looking  statements.  These factors include,
among others, the Company's  fluctuations in sales and operating results,  risks
associated  with  international  operations  and  regulatory,   competitive  and
contractual risks and product development.

     Results of operations for the six months ended October 31, 1997 as compared
to the six months ended October 31, 1996.
--------------------------------------------------------------------------------

     Revenues  from the book segment of the business  were  $265,348 for the six
months  ended  October 31, 1997 as compared to $17,123 for the six months  ended
October 31, 1996,  representing an increase of $248,225 or 1,451%. This increase
in book sales is directly  attributable to the Company's  reorganization  of its
telemarketing  activities and a bulk inventory purchase. Costs of goods sold for
the six months ended  October 31,  1997,  were $66,471 as compared to $5,565 for
the six  months  ended  October  31,  1996  representing  a cost of  goods  sold
percentage of 25% of sales for the six months ended October 31, 1997 as compared
to 32.5% of sales for the six months ended October 31, 1996.

     Revenues  from the sales of drug testing kits were  $1,008,376  for the six
months  ended  October 31,  1997 as compared to $31,464 for the six months 
ended
October 31, 1996,  representing an increase of $976,912 or 3,105%. This increase
in sales of drug testing kits is directly attributable to the implementation and
positive response to the Company's marketing program. Cost of goods sold for the
six months ended  October 31, 1997 was $434,867 or 43.1% of sales as compared to
a cost of goods  sold of  $22,313  or  64.2%  of  sales.  The  reduction  in the
percentage  of cost of  goods  sold is  attributable  to price  reductions  from
substantially  increased  purchases  of raw  materials  and the  economy of mass
production.

     General and administrative  costs for the six months ended October 31, 1997
were $790,628 or 62.1% of sales as compared to $336,113 for the six months ended
October 31, 1996,  representing  an increase of $454,515.  These increased costs
are the result of hiring additional  employees in sales,  marketing,  accounting
and  executive  positions.  For the six months ended  October 31,  1997,  office
personnel costs were $385,470, legal and professional expenses, $119,464, office
expense, $98,157,  marketing expense,  $150,288, product development $27,070 and
rent,  $10,179.  Research  and  development  expense was $-0- for the six months
ended  October 31, 1997 compared to $ 66,750 during the six months ended October
31,  1996.  This  decrease  in  research  and  development  is the result of the
completion of development of the existing drug testing system.

                                       10
<PAGE>

     Liquidity  and  capital  resources  as of the end of the six  months  ended
October 31, 1997.
--------------------------------------------------------------------------------

     The  Company's  cash  balance  was  $1,362,238  and  working   capital  was
$4,571,591  as at October 31,  1997.  The Company  completed a series of private
placements generating  additional cash aggregating  $1,055,000 before payment of
$93,500 in commissions  and issuing 10,000 Common Shares through the exercise of
warrants. Cash generated from financing activities was utilized for the purchase
of machinery and equipment  for $39,366,  additional  patent costs of $2,810 and
increasing the investment in marketable securities by $23,610.

     The Company's  primary  short-term needs for capital,  which are subject to
change,  are for  expansion  of  its  manufacturing capacity, and an increase
in
inventory levels to  fill  larger anticipated orders and an increase in accounts
reveivables.

     Management believes that the present cash balance will pay the ongoing cost
of the biomedical business. The Company has established commercial production of
its drug testing kits. As of  October  31, 1997, two customers account for 42.1%
of the Company's accounts receivable.

     Income  tax:  As  of  October  31,  1997,   the  Company  had  a  tax  loss
carry-forward  of  $2,870,007.  The Company's  ability to utilize its tax credit
carry-forwards in future years will be subject to an annual limitation  pursuant
to the "Change in  Ownership  Rules" under  Section 382 of the Internal  Revenue
Code of 1986, as amended. However, any annual limitation is not expected to have
a material  adverse  effect on the  Company's  ability to utilize its tax credit
carry-forwards.

     The Company  currently plans to expend  approximately  $2.0 million for the
expansion  and   development  of  its   manufacturing,   marketing  and  general
administrative  capabilities in connection with the fulfillment of the Company's
marketing program and the anticipated launch of the Company's products currently
under  development.  Additionally,  the Company  utilizes  cash  generated  from
operating activities to meet its capital requirements.

     The  Company  expects its capital  requirements  to increase  over the next
several years as it commences new research and development  efforts,  undertakes
new product development,  increases sales and administration  infrastructure and
embarks on developing in-house  manufacturing  capabilities and facilities.  The
Company's  future  liquidity  and capital  funding  requirements  will depend on
numerous  factors,  including the extent to which the Company's  products  under
development are successfully developed and gain market acceptance, the timing of
regulatory  actions regarding the Company's  potential  products,  the costs and
timing of expansion of sales, marketing and manufacturing activities, facilities
expansion  needs,  procurement  and  enforcement  of  patents  important  to the
Company's business, results of clinical investigations and competition.

     The Company  believes that its available cash and cash from operations will
be  sufficient  to satisfy  its  funding  needs for at least the next 36 months.
Thereafter,  if cash generated from  operations is  insufficient  to satisfy the
Company's working capital and capital expenditure requirements,  the Company may
be required to sell additional  equity or debt  securities or obtain  additional
credit facilities.  There can be no assurance that such financing,  if required,
will be available on satisfactory terms, if at all.

                                       11
<PAGE>


                                     PART II
                                OTHER INFORMATION

Item 1. Legal Proceedings.

     In February,  1994, Robert  Friedenberg,  former stockholder of two medical
technology companies, MDI and Gendex, acquired by the Company, filed suit in the
name of the two  companies  to have an agreement  whereby the Company  purchased
those companies (the "Share Exchange Agreement") for its Common Shares rescinded
on the grounds of breach of contract.  The Company  filed a third party claim in
July, 1994, against Dr.  Friedenberg,  seeking enforcement of the Share Exchange
Agreement. In November,  1995, after a bifurcated trial, the court dismissed Dr.
Friedenberg's  (in the name of MDI and Gendex) lawsuit and allowed the Company's
third party claim to proceed to trial. In September, 1996, Dr. Friedenberg died.

     Trial on the third party  claim was  decided by a jury on May 5, 1997.  The
verdict  determined that Dr.  Friedenberg  (represented by his estate)  breached
various contracts by failing to deliver certain technologies to the Company. The
jury also found in favor of the Company on two of the three fraud claims against
Dr. Friedenberg and awarded the Company  approximately  $350,000 in damages. The
trial judge, who is bound by the jury verdict against  Friedenberg,  will decide
Dr.  Friedenberg's  estate's pending claim to the Company's  Common Shares.  The
Company has refused to issue any shares to him or to his estate.

     In June, 1995, the Company filed a lawsuit against Jackson Morris, Esq. for
breach of the  attorney-client  relationship  and of his  fiduciary  duty to the
Company for  subsequently  providing  legal  services to Dr.  Friedenberg in his
dispute with the Company. The Company's lawsuit demands damages in the amount of
$1,000,000. Mr. Morris has counterclaimed for Common Shares. The court has set a
trial date of September 14, 1998.

Item 2. Changes in Securities

     As of August 28, 1997, all of the 150 Preferred  Series "A" Shares had been
converted into Common Shares.

     As of October  31,  1997,  the  Company has issued 60 8% Series B Preferred
Shares and 45.5 8% Series C Preferred Shares.

Item 3. Defaults upon Senior Securities

     None.

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

     None.


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                                   SIGNATURES



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




                                    AMERICAN BIO MEDICA CORPORATION
                                               (Registrant)

                                    By: /s/Stan Cipkowski
                                        ------------------
                                        Stan Cipkowski,
                                        President and Principal
                                        Executive Officer


                                    By: /s/John F. Murray
                                        --------------------
                                       John F. Murray,
                                       Treasurer and Principal
                                       Financial Officer 







   Dated: November 13, 1997







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