SECURITIES AND EXCHANGE COMMISSION
                               Washington, D.C. 20549

                                        _______
                                        -------


                                       FORM 10-Q





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

     For the quarterly period ended       March 31, 2002
                                          --------------


[ ]  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   0-5485
                                                ------


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


       Delaware                                                 95-2677354
-------------------------------                               -------------
(State or other jurisdiction of                            (I.R.S. Employer
Incorporation or organization)                           Identification No.)

625 Willowbrook Centre Parkway, Willowbrook, llinois                   60527
----------------------------------------------------              ----------
(Address of principal executive offices)                          (Zip Code)

     Registrant's telephone number, including area code:  (630) 789-4900



     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
                                                     ----         ----


     As of May 15, 2002, there were 15,316,362 shares outstanding of the
registrant's Common Stock, $.01 par value.




<PAGE>
                            INDEX TO FINANCIAL STATEMENTS



                      VISKASE COMPANIES, INC. AND SUBSIDIARIES

                 UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

<TABLE>
<CAPTION>
                                                                                   Page
<S>                                                                               <C>

Consolidated balance sheets at March 31, 2002 and December 31, 2001                  4

Consolidated statements of operations for the three months ended
     March 31, 2002 and March 31, 2001                                               5

Consolidated statements of cash flows for the three months ended
     March 31, 2002 and March 31, 2001                                               6

Notes to consolidated financial statements                                           7

</TABLE>


<PAGE>

                              PART I.  FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS
         --------------------


The financial information included in this quarterly report has been prepared
in conformity with the accounting principles and practices reflected in the
financial statements included in the annual report on Form 10-K filed with the
Securities and Exchange Commission for the year ended December 31, 2001 (2001
Form 10-K). These quarterly financial statements should be read in conjunction
with the financial statements and the notes thereto included in the 2001 Form
10-K. The accompanying financial information, which is unaudited, reflects all
adjustments which are, in the opinion of management, necessary for a fair
statement of the results for the interim periods presented.

The consolidated balance sheet as of December 31, 2001 was derived from the
audited consolidated financial statements in the Company's annual report on
Form 10-K.

Reported interim results of operations are based in part on estimates, which
may be subject to year-end adjustments.  In addition, these quarterly results
of operations are not necessarily indicative of those expected for the year.


<PAGE>
<TABLE>
<CAPTION>
                               VISKASE COMPANIES, INC. AND SUBSIDIARIES
                                   CONSOLIDATED BALANCE SHEETS

                                                       March 31,    December 31,
                                                         2002         2001
                                                      ----------    ------------
                                                     (unaudited)
                                                           (in thousands)
<S>                                                  <C>           <C>
ASSETS
Current assets:
  Cash and equivalents                                  $ 10,932     $ 25,540
  Restricted cash                                         27,169       26,558
  Receivables, net                                        26,663       25,838
  Inventories                                             30,403       29,064
    Other current assets                                  11,020        9,691
                                                        --------     --------
      Total current assets                               106,187      116,691

Property, plant and equipment,
  including those under capital leases                   233,583      233,637
  Less accumulated depreciation
    and amortization                                     132,299      127,338
                                                        --------     --------
  Property, plant and equipment, net                     101,284      106,299

Deferred financing costs, net                              1,918        2,024
Other assets                                               8,537        9,014
                                                        --------     --------
  Total assets                                          $217,926     $234,028
                                                        ========     ========

LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
  Short-term debt including current portion
    of long-term debt and obligations
    under capital leases                                $227,310     $236,059
  Accounts payable                                         8,363        9,784
  Accrued liabilities                                     49,351       48,203
  Current deferred income taxes                            1,597        1,597
                                                        --------     --------
    Total current liabilities                            286,621      295,643

Long-term debt including obligations
  under capital leases                                       163          194

Accrued employee benefits                                 52,190       51,116
Noncurrent deferred income taxes                          25,282       25,128

Commitments and contingencies

Stockholders' deficit
  Preferred stock, $.01 par value;
    none outstanding
  Common stock, $.01 par value;
    issued and outstanding, 15,316,362 shares
    at March 31, 2002 and
    15,317,112 shares at December 31, 2001                   153          153
  Paid in capital                                        138,012      138,014
  Accumulated (deficit)                                 (280,457)    (272,574)
  Accumulated other comprehensive (loss)                  (3,880)      (3,461)
  Unearned restricted stock issued
    for future service                                      (158)        (185)
                                                        --------     --------
      Total stockholders' (deficit)                     (146,330)    (138,053)
                                                        --------     --------
        Total liabilities and stockholders' deficit     $217,926     $234,028
                                                        ========     ========

<FN>
The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                                 VISKASE COMPANIES, INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENTS OF OPERATIONS
                                                (unaudited)

                                               Three Months Ended    Three Months Ended
                                               ------------------    ------------------
                                                 March 31, 2002        March 31, 2001
                                                 --------------        --------------
                               (in thousands, except for number of shares and per share amounts)

<S>                                               <C>               <C>
NET SALES                                              $43,387            $48,040

COSTS AND EXPENSES
  Cost of sales                                         34,711             39,282
  Selling, general and administrative                   10,611             10,921
  Amortization of intangibles                              500                500
                                                       -------            -------

OPERATING (LOSS)                                        (2,435)            (2,663)

  Interest income                                          314                904
  Interest expense                                       6,127              6,500
  Other (income) expense, net                              (94)             1,085
                                                       -------            -------

(LOSS) BEFORE INCOME TAXES AND
  EXTRAORDINARY ITEM                                    (8,154)            (9,344)

  Income tax (benefit)                                    (271)            (3,374)
                                                       -------            -------

NET (LOSS) BEFORE EXTRAORDINARY ITEM                    (7,883)            (5,970)

  Extraordinary gain on early extinguishment of
   debt, net of income tax provision of $3,152                              4,930
                                                       -------            -------

NET (LOSS)                                              (7,883)            (1,040)

Other comprehensive (loss), net of tax:
    (See Note 7)
  Foreign currency translation adjustments                (419)              (623)
                                                       -------            -------

COMPREHENSIVE (LOSS)                                   $(8,302)           $(1,663)
                                                       =======            =======

WEIGHTED AVERAGE COMMON SHARES
  - BASIC AND DILUTED                               15,317,104         15,298,498
                                                    ==========         ==========

PER SHARE AMOUNTS:

NET (LOSS) PER SHARE
  - basic and diluted

NET (LOSS) BEFORE EXTRAORDINARY ITEM                     $(.51)             $(.39)

  Extraordinary gain                                                          .32
                                                         -----              -----

NET (LOSS)                                               $(.51)             $(.07)
                                                         =====              =====

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

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

                                VISKASE COMPANIES, INC. AND SUBSIDIARIES
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (unaudited)

                                                                Three Months Ended
                                                                ------------------
                                                              March 31,    March 31,
                                                                2002         2001
                                                              ---------    ---------
                                                                  (in thousands)
<S>                                                          <C>         <C>
Cash flows from operating activities:
  Net (loss)                                                   $(7,883)     $(1,040)

  Adjustments to reconcile net (loss) to net cash
   provided by (used in) operating activities:
    Depreciation and amortization under capital lease            5,246        5,453
    Amortization of intangibles                                    500          500
    Amortization of deferred financing fees                        105           29
    Increase (decrease) in noncurrent deferred income taxes        163         (301)
    Foreign currency transaction loss                              138          485
    Loss on disposition of assets                                                19
    Bad debt provision                                              36          312
    Extraordinary (gain) on debt extinguishment                              (8,082)

    Changes in operating assets and liabilities:
     Receivables                                                (1,009)        (549)
     Inventories                                                (1,470)        (258)
     Other current assets                                       (1,355)       2,803
     Accounts payable and accrued liabilities                     (121)      (8,582)
     Other                                                         767       (1,224)
                                                               -------      -------
    Total adjustments                                            3,000       (9,395)
                                                               -------      -------

     Net cash (used in) operating activities                    (4,883)     (10,435)

Cash flows from investing activities:
  Capital expenditures                                            (268)      (1,069)
  Proceeds from disposition of assets                                           100
  Restricted cash                                                 (611)      (2,225)
                                                               -------      -------
     Net cash (used in) investing activities                      (879)      (3,194)

Cash flows from financing activities:
  Issuance of common stock                                                       53
  Deferred financing costs                                                      (13)
  Repayment of revolving loan, long-term borrowings
   and capital lease obligation                                 (8,779)     (20,488)
                                                               -------      -------
     Net cash (used in) financing activities                    (8,779)     (20,448)

Effect of currency exchange rate changes on cash                   (67)        (545)
                                                               -------      -------
Net (decrease) in cash and equivalents                         (14,608)     (34,622)
Cash and equivalents at beginning of period                     25,540       55,350
                                                               -------      -------
  Cash and equivalents at end of period                        $10,932      $20,728
                                                               =======      =======

Supplemental cash flow information:
  Interest paid                                                $ 3,064      $    42
  Income taxes paid                                            $     2      $ 2,560

<FN>
The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>


<PAGE>

                           VISKASE COMPANIES, INC. AND SUBSIDIARIES
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1.  GOING CONCERN PRESENTATION

Viskase Companies, Inc. (Company) consolidated financial statements are
presented on a going concern basis, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of business.
Except for the classification of certain debt as discussed in Note 4, the
consolidated financial statements do not include any adjustment relating to
recoverability and classification of recorded asset amounts or the amount and
classification of liabilities or any other adjustments that might be necessary
should the Company be unable to continue as a going concern.

The Company's cash flows from operations were insufficient to pay the 10.25%
Senior Notes when they matured on December 1, 2001, and accordingly the Company
did not pay the $163.1 million principal and $8.4 million interest that became
due at that time.  In September 2001, certain of the holders of the 10.25%
Senior Notes formed an ad hoc committee (Ad Hoc Committee) to participate in
the development of a plan to restructure the Company's capital structure and
address its future cash flow needs (Restructuring). No assurances can be given
that an agreement will be reached with the Ad Hoc Committee or what the terms
of any such agreement would be. The Company believes that the likely result
of the restructuring or any other restructuring of the Company's capital
structure would be the substantial dilution or effective elimination of the
current common stock of the Company.  The Ad Hoc Committee retained legal
counsel, the fees and expenses of which are being paid by the Company, and
the Company and the Ad Hoc Committee are engaged in negotiations with respect
to the Restructuring.

General Electric Capital Corporation (GECC), Viskase's equipment lessor, has
agreed, subject to certain conditions, not to accelerate payment of amounts due
because of any default or event of default under any of the lease documents
arising from (i) Viskase's late payment of the basic rent payment due on
November 1, 2001 or the late reinstatement of the rent letter of credit, (ii)
Viskase's failure to meet the Fixed Charge Coverage Ratio for the fiscal
quarters ending on September 30, 2001 and December 31, 2001, (iii) Viskase's
failure to deliver any documents required to be delivered, (iv) the failure by
the Company to pay the 10.25% Senior Notes at maturity and (v) the Company
becoming a debtor under Chapter 11 of the Bankruptcy Code; provided, however,
that the waiver granted pursuant to the foregoing clause (v) shall be rescinded
if the Company shall be a debtor under Chapter 11 of the Bankruptcy Code on or
after June 30, 2002.  Furthermore, GECC agreed to forbear until June 30, 2002
from exercising its rights and remedies under the lease for failure to meet the
Fixed Charge Coverage Ratio for the fiscal quarter ending on March 31, 2002.
There is no agreement with GECC to extend the forbearance beyond June 30, 2002,
and the Company can make no assurance that any extension would be received.

2.  CASH AND CASH EQUIVALENTS (dollars in thousands)

                                                   March      December
                                                 31, 2002     31, 2001
                                                 --------     --------

Cash and cash equivalents                        $ 10,932      $25,540
Restricted cash                                    27,169       26,558
                                                 --------      -------

                                                 $ 38,101      $52,098
                                                 ========      =======

As of March 31, 2002, cash and cash equivalents of $6,299 and restricted cash
of $27,169 are invested in short term investments.

The 2002 restricted cash is principally cash held as collateral for outstanding
letters of credit with commercial banks.


3.  INVENTORIES (dollars in thousands)

Inventories consisted of:                          March      December
                                                 31, 2002     31, 2001
                                                 --------     --------

Raw materials                                    $  3,608      $ 3,173
Work in process                                    13,070       13,131
Finished products                                  13,725       12,760
                                                 --------      -------
                                                 $ 30,403      $29,064
                                                 ========      =======

Approximately 56% of the inventories at March 31, 2002 were valued at Last-In,
First-Out (LIFO). These LIFO values exceeded current manufacturing cost by
approximately $767 at March 31, 2002.

4.  DEBT OBLIGATIONS (dollars in thousands)

Outstanding short-term and long-term debt consisted of:

                                                   March      December
                                                 31, 2002     31, 2001
                                                 --------     --------
Short-term debt, current maturity of long-term
  debt, and capital lease obligation:

  Viskase Capital Lease Obligation               $ 64,106     $ 72,855
  10.25% Senior Notes due 2001                    163,060      163,060
  Other                                               144          144
                                                 --------     --------

   Total short-term debt                         $227,310     $236,059
                                                 ========     ========

Long-term debt:

  Other                                          $    163     $    194
                                                 --------     --------

   Total long-term debt                          $    163     $    194
                                                 ========     ========


10.25% Senior Notes
-------------------

The Company's cash flows from operations were insufficient to pay the 10.25%
Senior Notes when they matured on December 1, 2001, and accordingly the Company
did not pay the $163.1 million principal and $8.4 million interest that became
due at that time.  In September 2001, certain of the holders of the 10.25%
Senior Notes formed the Ad Hoc Committee to participate in the development of
a plan to restructure the Company's capital structure and address its future
cash flow needs (Restructuring).  No assurances can be given that an agreement
will be reached with the Committee or what the terms of any such agreement
would be.  The Company believes that the likely result of the Restructuring
or any other restructuring of the Company's capital structure would be the
substantial dilution or effective elimination of the current common stock
of the Company.  The Committee retained legal counsel, the fees and expenses
of which are being paid by the Company, and the Company and the Committee are
engaged in negotiations with respect to the Restructuring.

The Company believes, after consultation with its advisors, that it would be
in the best interest of the Company to enter into a consensual (prepackaged)
plan of restructuring, agreed to by GECC and the Committee, that would be
implemented in accordance with Chapter 11 of the United States Bankruptcy
Code.  The Company believes that this form of restructuring can be consummated
more quickly and with less disruption than a Chapter 11 filing without any
agreement with its creditors.  If the Company is unable to reach an agreement
with its creditors, the Company will be required to file under Chapter 11 to
reorganize its capital structure.  The Company expects that during the pendency
of a Chapter 11 case it will operate in the ordinary course with respect to its
customers, suppliers and employees.

The 10.25% Senior Note Indenture contains covenants with respect to Viskase
Companies, Inc. and its subsidiaries limiting (subject to a number of important
qualifications), among other things, (i) the ability to pay dividends on or
redeem or repurchase capital stock, (ii) the incurrence of indebtedness, (iii)
certain affiliate transactions and (iv) the ability of the Company to
consolidate with or merge with or into another entity or to dispose of
substantially all its assets.

The Company has from time to time purchased 10.25% Senior Notes in open market
or privately negotiated transactions, with the effect that as of March 31, 2002
there was $163.1 million principal amount of 10.25% Senior Notes outstanding,
net of repurchase.  In the prior year quarter ended March 31, 2001, the Company
recognized an $8.1 million gain on the repurchase of the 10.25% Senior Notes.

GECC
----

Under the terms of an April 13, 2000 Agreement and Amendment with GECC, the
Company agreed to amend the amortization schedule of annual lease payments,
maintain a letter of credit in the amount of $23.5 million at all times, limit
additional borrowings and provide a subordinated security interest
collateralized by the Collateral Pool. Holders of the Senior Secured Credit
Facility and the Junior Term Loans consented to the payment extensions and the
subordinated security interest granted to GECC. The revised amortization
schedule is presented below:

          February 28, 2003     $23,499
          February 28, 2004      23,499
          February 28, 2005      23,500


On February 28, 2002, the Company paid the scheduled payment of $11,749.  The
GECC capital lease obligations were classified as current in the financial
statements due to covenant restrictions.  However, the lease payment maturities
above conform to contractual payments under the lease.

GECC, Viskase's equipment lessor, has agreed, subject to certain conditions,
not to accelerate payment of amounts due because of any default or event of
default under any of the lease documents arising from (i) Viskase's late
payment of the basic rent payment due on November 1, 2001 or the late
reinstatement of the rent letter of credit, (ii) Viskase's failure to meet
the Fixed Charge Coverage Ratio for the fiscal quarters ending on September
30, 2001 and December 31, 2001, (iii) Viskase's failure to deliver any
documents required to be delivered, (iv) the failure by the Company to pay
the 10.25% Senior Notes at maturity and (v) the Company becoming a debtor
under Chapter 11 of the Bankruptcy Code; provided, however, that the waiver
granted pursuant to the foregoing clause (v) shall be rescinded if the Company
shall be a debtor under Chapter 11 of the Bankruptcy Code on or after June 30,
2002.  Furthermore, GECC agreed to forbear until June 30, 2002 from exercising
its rights and remedies under the lease for failure to meet the Fixed Charge
Coverage Ratio for the fiscal quarter ending on March 31, 2002. There is no
agreement with GECC to extend the forbearance beyond June 30, 2002, and the
Company can make no assurance that any extension would be received.

Letter of Credit Facility
-------------------------

Letters of credit in the amount of $26.4 million were outstanding under a
letter of credit facility with commercial banks, and were cash collateralized
at March 31, 2002.

The Company finances its working capital needs through a combination of
internally generated cash from operations and cash on hand.

The Company anticipates that it will enter into a new revolving credit facility
to meet its working capital and letter of credit requirements during 2002.

5.  CONTINGENCIES

In 1988, Viskase Canada Inc. (Viskase Canada), a subsidiary of the Company,
commenced a lawsuit against Union Carbide Canada Limited and Union Carbide
Corporation in the Ontario Superior Court of Justice, Court File No.: 292270188
seeking damages resulting from Union Carbide's breach of environmental
representations and warranties under the Amended and Restated Purchase and Sale
Agreement, dated January 31, 1986 (Agreement).  Pursuant to the Agreement,
Viskase Corporation and various affiliates (including Viskase Canada) purchased
from Union Carbide and Union Carbide Films Packaging, Inc., its cellulosic
casings business and plastic barrier films business (Business), which purchase
included a facility in Lindsay, Ontario, Canada (Site).  Viskase Canada claimed
that Union Carbide breached several representations and warranties and
deliberately failed to disclose to Viskase Canada the existence of
contamination on the Site.  In 1992, Union Carbide and Viskase Canada jointly
put in place a continuous pumping program at the Site.

In October 2001, the Canadian Ministry of the Environment (MOE) notified
Viskase Canada that it had evidence to suggest that the Site was a source of
polychlorinated biphenyl (PCB) contamination.  Viskase Canada is working with
the MOE in investigating the alleged PCB contamination and developing and
implementing, if appropriate, a remedial plan for the Site.  Viskase Canada has
been granted leave to amend its lawsuit against Union Carbide to allege that
any PCB contamination at or around the Site was generated from Union Carbide's
plastics extrusion business, which was operated at the Site by Union Carbide
prior to the purchase of the Business.  Union Carbide's plastics extrusion
business was not part of the Business purchased by Viskase Corporation and its
affiliates.  Viskase Canada will be asking the court to require Union Carbide
to repurchase the Site from Viskase Canada and award Viskase Canada damages in
excess of $2,000,000 (Canadian).  The lawsuit is still pending and is expected
to proceed to trial sometime during fourth quarter 2002 or first quarter 2003.

In March 1997, Viskase received a subpoena from the Antitrust Division of the
United States Department of Justice relating to a grand jury investigation of
the sausage casings industry. In September 1999, Viskase received a subpoena
from the Antitrust Division of the United States Department of Justice relating
to the expansion of the grand jury investigation into the specialty films
industry. Viskase is cooperating fully with the investigations.

During 1999 and 2000, the Company and certain of its subsidiaries and one other
sausage casings manufacturer were named in ten virtually identical civil
complaints filed in the United States District Court for the District of New
Jersey by the following plaintiffs:  Smith Provision Co., Inc.; Parks LLC
(d/b/a Parks Sausage Company); Real Kosher Sausage Company, Inc.; Sahlen
Packing Co., Inc.; Marathon Enterprises, Inc.; Ventures East, Inc.; Keniston's,
Inc.; Smithfield Foods, Inc.; Clougherty Packing Co.; and Klement Sausage Co.
The District Circuit ordered all of these cases consolidated in Civil Action
No. 99-5195-MLC (D.N.J.). Each complaint brought on behalf of a purported class
of sausage casings customers alleges that the defendants unlawfully conspired
to fix prices and allocate business in the sausage casings industry.  The
Company and its subsidiaries have filed answers to each of these complaints
denying liability.  In 2001, all of the consolidated cases were transferred to
the United States District Court for the Northern District of Illinois, Eastern
Division.

The Company and its subsidiaries are involved in these and various other legal
proceedings arising out of their business and other environmental matters, none
of which is expected to have a material adverse effect upon results of
operations, cash flows or financial position.

6.  RESTRUCTURING CHARGE (dollars in millions)

During 2000, the Company committed to a restructuring plan to refocus its
remaining business. The Company charged $55.8 million to writedown building and
equipment to net realizable value.  The restructuring actions, which were
implemented to reduce the Company's fixed cost structure resulted in a before
tax charge to continuing operations of $94.9 million consisting of:

<TABLE>
<CAPTION>
                                                                               Year
                                          2000             Write     Other     Ending
                                         Charge  Payments  down   Adjustments   2000
                                         ------  --------  -----   ----------  ------
<S>                                     <C>      <C>      <C>       <C>       <C>
  Employee costs                         $13.4    $ (2.1)              $(0.1)   $11.2
  Write-down of building and equipment    13.4             $(13.4)
  Nucel(r) building and equipment         42.4              (42.4)
  Nucel(r) other                          24.2      (3.0)               (5.9)    15.3
  Decommissioning                          2.3      (0.1)               (1.6)     0.6
                                         -----     -----   ------      -----    -----
      Reserve subtotal                   $95.7     $(5.2)  $(55.8)     $(7.6)   $27.1
                                                   =====   ======      =====    =====
  Reversal of excess reserve               (.8)
                                         -----
      Restructuring Charge               $94.9
                                         =====

</TABLE>

The following table provides details of the 2000 restructuring reserve for the
year ended December 31, 2001:

<TABLE>
<CAPTION>

                               Restructuring                                 Restructuring
                               Reserve as of                    Other        Reserve as of
                               December 31, 2000   Payments   Adjustments   December 31, 2001
                               -----------------   --------   -----------   -----------------
<S>                           <C>                 <C>          <C>           <C>
  Employee costs                   $11.2            $ (9.8)      $(.4)           $ 1.0
  Nucel(r) and other                15.3              (1.6)        .1             13.8
  Decommissioning                     .6               (.3)        .0               .3
                                   -----            ------       ----            -----
  Total restructuring reserve      $27.1            $(11.7)      $(.3)           $15.1
                                   =====            ======       ====            =====

</TABLE>

The following table provides details of the 2000 restructuring reserve for
the period ended March 31, 2002:

<TABLE>
<CAPTION>
                                  Restructuring                               Restructuring
                                  Reserve as of                   Other       Reserve as of
                                December 31, 2001   Payments   Adjustments   March 31, 2002
                                -----------------   --------   -----------   --------------
<S>                            <C>                 <C>          <C>            <C>
  Employee costs                 $ 1.0               $ (.4)        $             $  .6
  Nucel(r) and other              13.8                 (.5)                       13.3
  Decommissioning                   .3                 (.2)                         .1
                                 -----               -----         -----         -----
  Total restructuring reserve    $15.1               $(1.1)        $             $14.0
                                 =====               =====         =====         =====

</TABLE>

The Nucel(r) third party license fee payments are estimated at $2.4 million,
$2.4 million, $2.6 million, $3.2 million and $3.2 million for the year periods
2002 to 2006 and are reserved for in the 2000 restructuring reserve.  In the
first quarter of 2002, the Company paid third party license fees of
approximately $.5 million.

During the fourth quarter of 2001, the Company incurred a restructuring charge
of $4.8 million for the write-down of facilities held for sale.


7.  COMPREHENSIVE (LOSS) (dollars in thousands)

The following sets forth the components of other comprehensive (loss) and the
related income tax (benefit):

                                          Three Months        Three Months
                                          Ended March 31,     Ended March 31,
                                               2002                2001
                                          ---------------     ---------------

Other comprehensive (loss):
  Foreign currency translation
   adjustments (1)                          $(419)              $(623)
                                            -----               -----
Other comprehensive (loss), net of tax      $(419)              $(623)
                                            =====               =====

 (1)  Net of related tax (benefit) of $0 and $(399) for the first quarter 2002
      and 2001, respectively.


8.  EARNINGS PER SHARE (EPS)

Following are the reconciliations of the numerators and denominators of the
basic and diluted EPS.

                                             Three Months       Three Months
                                             Ended March 31,    Ended March 31,
                                                 2002               2001
                                             ---------------    ---------------
                                             (in thousands, except for weighted
                                                   average shares outstanding)
NUMERATOR:

Net (loss) available to common stockholders:

  Net (loss) before extraordinary item          $(7,883)       $(5,970)

  Extraordinary gain                            $              $ 4,930

Net loss available to common stockholders
  for basic and diluted EPS                     $(7,883)       $(1,040)


DENOMINATOR:

Weighted average shares outstanding
  for basic EPS                              15,317,104     15,298,498

Effect of dilutive securities
                                             ----------     ----------

Weighted average shares outstanding
  for diluted EPS                            15,317,104     15,298,498
                                             ==========     ==========

Common stock equivalents are excluded from the loss per share calculations as
the result is antidilutive.

9.  ACCOUNTING STANDARDS

In June 2001, the FASB issued Statement of Financial Accounting Standards No.
142, "Goodwill and Other Intangible Assets".  This statement addresses
financial accounting and reporting for acquired goodwill and other intangible
assets and supersedes APB Opinion No. 17, "Intangible Assets".  The provisions
of this Statement are effective starting with fiscal years beginning after
December 15, 2001.  The Company has adopted the Standard with no effect on the
Company's financial statements.

In June 2001, the FASB issued Statement of Financial Accounting Standards No.
143, "Accounting for Asset Retirement Obligations".  The statement applies to
legal obligations associated with the retirement of long-lived assets that
result from the acquisition, construction, development and (or) the normal
operation of a long-lived asset, except for certain obligations of lessees. The
provisions of this statement are required to be applied for fiscal years
beginning after June 15, 2002. Management believes that adoption of Statement
143 will not have a material effect on the Company's financial statements.

In August 2001, the FASB issued Statement of Financial Accounting Standards No.
144 "Accounting for the Impairment or Disposal of Long-Lived Assets."  This
statement supersedes FASB Statement 121.  This statement addresses financial
accounting and reporting for long-lived assets impaired and disposed of by
sale.  The provisions of this statement are effective for financial statements
issued for fiscal years beginning after December 15, 2001.  The Company has
adopted the Standard with no effect on the Company's financial statements.

<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         ---------------------------------------------------------------
         RESULTS OF OPERATIONS
         ---------------------

Results of Operations
---------------------

The Company's net sales for the first quarter of 2002 were $43.4 million which
represents a decrease of 9.7% from the comparable period of 2001. The decline
in sales reflects the continuing effect of reduced selling prices in the
casings industry and a slight reduction in volume.

Operating loss from operations for the first quarter of 2002 was $(2.4) million
representing a slight improvement of $.2 million from the comparable period of
2001.  The operating loss resulted primarily from declines in sales and volumes
caused by continued price competition in the worldwide casings industry.  The
slight improvement in the operating loss resulted from operating efficiencies
and reduced raw material and energy costs.  The Company does not expect to see
an improvement in its operating income until prices begin to increase.

Net interest expense for the first quarter of 2002 totaled $5.8 million,
representing a slight increase of $.2 million from the comparable period of
2001. The increase is primarily due to lower interest income resulting from
lower cash balances.

Other income (expense) of approximately $.1 million and $(1.1) million for the
first quarter of 2002 and 2001, respectively, consists principally of foreign
exchange gains and losses.

The tax benefit for the first quarter of 2002 resulted primarily from the
benefit of an anticipated U.S. income tax refund resulting from the Job
Creation Act enacted in March of 2002, partially offset by the provision
related to income from foreign subsidiaries.  A benefit of $.3 million was
provided on a loss of $(8.2) million.

Liquidity and Capital Resources
-------------------------------

Cash and equivalents decreased by $14.6 million during the quarter ended March
31, 2002. Cash flows used in operating activities were $4.9 million, used in
investing activities were $.9 million, and used in financing activities were
$8.8 million. Cash flows used in operating activities were principally
attributable to the Company's loss from operations and an increase in working
capital usage, offset by the effect of depreciation and amortization. Cash
flows used in investing activities were principally attributable to an increase
in restricted cash and by capital expenditures for property, plant and
equipment. Cash flows used in financing activities were due to the payment of
the scheduled GECC Capital Lease obligation.

The Company's cash flows from operations were insufficient to pay the 10.25%
Senior Notes when they matured on December 1, 2001, and accordingly the Company
did not pay the $163.1 million principal and $8.4 million interest that became
due at that time.  In September 2001, certain of the holders of the 10.25%
Senior Notes formed the Ad Hoc Committee to participate in the development of
a plan to restructure the Company's capital structure and address its future
cash flow needs (Restructuring).  No assurances can be given that an agreement
will be reached with the Committee or what the terms of any such agreement
would be.  The Company believes that the likely result of the Restructuring
or any other restructuring of the Company's capital structure would be the
substantial dilution or effective elimination of the current common stock
of the Company.  The Committee retained legal counsel, the fees and expenses
of which are being paid by the Company, and the Company and the Committee are
engaged in negotiations with respect to the Restructuring.

The Company believes, after consultation with its advisors, that it would be
in the best interest of the Company to enter into a consensual (prepackaged)
plan of restructuring, agreed to by GECC and the Committee, that would be
implemented in accordance with Chapter 11 of the United Stated Bankruptcy
Code.  The Company believes that this form of restructuring can be consummated
more quickly and with less disruption than a Chapter 11 filing without any
agreement with its creditors.  If the Company is unable to reach an agreement
with its creditors, the Company will be required to file under Chapter 11 to
reorganize its capital structure.  The Company expects that during the pendency
of a Chapter 11 case it will operate in the ordinary course with respect to its
customers, suppliers and employees.

The Company has from time to time purchased 10.25% Senior Notes in open market
or privately negotiated transactions, with the effect that as of March 31, 2002
there was $163.1 million principal amount of 10.25% Senior Notes outstanding,
net of repurchased notes.  In the prior year quarter ended March 31, 2001, the
Company recognized an $8.1 million gain on the repurchase of the 10.25% Senior
Notes.

Letters of credit in the amount of $26.4 million were outstanding under a
letter of credit facility with commercial banks, and were cash collateralized
at March 31, 2002.

The Company finances its working capital needs through a combination of
internally generated cash from operations and cash on hand.

The Company anticipates that it will enter into a new revolving credit facility
to meet its working capital and letter of credit requirements during 2002.

Under the terms of an April 13, 2000 Agreement and Amendment with GECC, the
Company agreed to amend the amortization schedule of annual lease payments,
maintain a letter of credit in the amount of $23.5 million at all times, limit
additional borrowings and provide a subordinated security interest
collateralized by substantially all of the assets of the Company. Holders of
the senior secured credit facility and the junior term loans consented to the
payment extensions and the subordinated security interest granted to GECC. The
revised amortization schedule is presented below:

                                 (in millions)
                                 -------------
          February 28, 2003          $23.5
          February 28, 2004           23.5
          February 28, 2005           23.5

On February 28, 2002, the Company paid the scheduled lease payment of $11.8
million.  The GECC capital lease obligations were classified as current in the
financial statements due to covenant restrictions.  However, the lease payment
maturities above conform to contractual payments under the lease.

GECC, Viskase's equipment lessor, has agreed, subject to certain conditions,
not to accelerate payment of amounts due because of any default or event of
default under any of the lease documents arising from (i) Viskase's late
payment of the basic rent payment due on November 1, 2001 or the late
reinstatement of the rent letter of credit, (ii) Viskase's failure to meet the
Fixed Charge Coverage Ratio for the fiscal quarters ending on September 30,
2001 and December 31, 2001, (iii) Viskase's failure to deliver any documents
required to be delivered, (iv) the failure by the Company to pay the 10.25%
Senior Notes at maturity and (v) the Company becoming a debtor under Chapter
11 of the Bankruptcy Code; provided, however, that the waiver granted pursuant
to the foregoing clause (v) shall be rescinded if the Company shall be a
debtor under Chapter 11 of the Bankruptcy Code on or after June 30, 2002.
Furthermore, GECC agreed to forbear until June 30, 2002 from exercising its
rights and remedies under the lease for failure to meet the Fixed Charge
Coverage Ratio for the fiscal quarter ending on March 31, 2002. There is no
agreement with GECC to extend the forbearance beyond June 30, 2002, and the
Company can make no assurance that any extension will be received.

Capital expenditures for the quarter ended March 31, 2002 and 2001 totaled
$.3 and $1.1 million, respectively. Significant 2002 capital
expenditures included costs associated with the Viskase Food Science
Quality Institute (FSQI). Significant 2001 capital expenditures included
costs associated with the Visflex(tm) plastic casing line.  Capital
expenditures for 2002 are expected to be approximately $5 million.

In 2001, the Company spent approximately $5 million on research and
development programs, including product and process development, and on new
technology development. Prior to 2001, the Company was spending approximately
$8 million on research and development programs. The decrease is due to the
sale of the Films Business. The 2002 research and development and product
introduction expenses are expected to be in the $4 million range. Among the
projects included in the current research and development efforts is the
application of certain patents and technology licensed by Viskase to the
manufacture of cellulosic casings.

Contingencies

In 1988, Viskase Canada Inc. (Viskase Canada), a subsidiary of the Company,
commenced a lawsuit against Union Carbide Canada Limited and Union Carbide
Corporation in the Ontario Superior Court of Justice, Court File No.: 292270188
seeking damages resulting from Union Carbide's breach of environmental
representations and warranties under the Amended and Restated Purchase and Sale
Agreement, dated January 31, 1986 (Agreement).  Pursuant to the Agreement,
Viskase Corporation and various affiliates (including Viskase Canada) purchased
from Union Carbide and Union Carbide Films Packaging, Inc., its cellulosic
casings business and plastic barrier films business (Business), which purchase
included a facility in Lindsay, Ontario, Canada (Site).  Viskase Canada claimed
that Union Carbide breached several representations and warranties and
deliberately failed to disclose to Viskase Canada the existence of
contamination on the Site.  In 1992, Union Carbide and Viskase Canada jointly
put in place a continuous pumping program at the Site.

In October 2001, the Canadian Ministry of the Environment (MOE) notified
Viskase Canada that it had evidence to suggest that the Site was a source of
polychlorinated biphenyl (PCB) contamination.  Viskase Canada is working with
the MOE in investigating the alleged PCB contamination and developing and
implementing, if appropriate, a remedial plan for the Site.  Viskase Canada has
been granted leave to amend its lawsuit against Union Carbide to allege that
any PCB contamination at or around the Site was generated from Union Carbide's
plastics extrusion business, which was operated at the Site by Union Carbide
prior to the purchase of the Business.  Union Carbide's plastics extrusion
business was not part of the Business purchased by Viskase Corporation and its
affiliates.  Viskase Canada will be asking the court to require Union Carbide
to repurchase the Site from Viskase Canada and award Viskase Canada damages in
excess of $2,000,000 (Canadian).  The lawsuit is still pending and is expected
to proceed to trial sometime during fourth quarter 2002 or first quarter 2003.

In March 1997, Viskase received a subpoena from the Antitrust Division of the
United States Department of Justice relating to a grand jury investigation of
the sausage casings industry. In September 1999, Viskase received a subpoena
from the Antitrust Division of the United States Department of Justice relating
to the expansion of the grand jury investigation into the specialty films
industry. Viskase is cooperating fully with the investigations.

During 1999 and 2000, the Company and certain of its subsidiaries and one other
sausage casings manufacturer were named in ten virtually identical civil
complaints filed in the United States District Court for the District of New
Jersey by the following plaintiffs:  Smith Provision Co., Inc.; Parks LLC
(d/b/a Parks Sausage Company); Real Kosher Sausage Company, Inc.; Sahlen
Packing Co., Inc.; Marathon Enterprises, Inc.; Ventures East, Inc.; Keniston's,
Inc.; Smithfield Foods, Inc.; Clougherty Packing Co.; and Klement Sausage Co.
The District Circuit ordered all of these cases consolidated in Civil Action
No. 99-5195-MLC (D.N.J.). Each complaint brought on behalf of a purported class
of sausage casings customers alleges that the defendants unlawfully conspired
to fix prices and allocate business in the sausage casings industry.  The
Company and its subsidiaries have filed answers to each of these complaints
denying liability.  In 2001, all of the consolidated cases were transferred to
the United States District Court for the Northern District of Illinois, Eastern
Division.

The Company and its subsidiaries are involved in these and various other legal
proceedings arising out of their business and other environmental matters, none
of which is expected to have a material adverse effect upon results of
operations, cash flows or financial position.

<TABLE>
<CAPTION>
       Contractual Obligations Related to Debt, Leases and Related Risk Disclosure
                                 (dollars in thousands)

2001                                                      Expected Maturity Date
                                  In                                                   There-
                               Default(1)  2002       2003     2004     2005    2006   after     Total
<S>                          <C>         <C>         <C>      <C>      <C>       <C>     <C>   <C>
Long-term debt, including
  current portion:

Fixed interest rate ($000)    $163,060                                                    $66   $163,126
  Interest rate                 10.25%                                                      0%    10.25%

Capital lease obligations(2)               (3)$8,894  $19,433  $21,300  $23,500                  $73,127
  Third party license fees                 (4)$2,366   $2,414   $2,616   $3,139   $3,202   $0    $13,737

</TABLE>

(1)  The estimated fair value of the 10.25% Senior Notes is $45,723 at March
     31, 2002.

(2)  Capital lease obligations relate primarily to GECC Capitalized Lease
     Obligations classified as current in the financial statements.  GECC lease
     payment maturities conform to contractual payments under the lease.

(3)  In the first quarter of 2002, the Company paid capital lease obligations
     of $8,780.

(4)  In the first quarter of 2002, the Company paid third party license fees of
     $564.


Other
-----

In June 2001, the FASB issued Statement of Financial Accounting Standards No.
142, "Goodwill and Other Intangible Assets".  This statement addresses
financial accounting and reporting for acquired goodwill and other intangible
assets and supersedes APB Opinion No. 17, "Intangible Assets".  The provisions
of this Statement are effective starting with fiscal years beginning after
December 15, 2001.  The Company has adopted the Standard with no effect on the
Company's financial statements.

In June 2001, the FASB issued Statement of Financial Accounting Standards No.
143, "Accounting for Asset Retirement Obligations".  The statement applies to
legal obligations associated with the retirement of long-lived assets that
result from the acquisition, construction, development and (or) the normal
operation of a long-lived asset, except for certain obligations of lessees. The
provisions of this statement are required to be applied for fiscal years
beginning after June 15, 2002. Management believes that adoption of Statement
143 will not have a material effect on the Company's financial statements.

In August 2001, the FASB issued Statement of Financial Accounting Standards No.
144 "Accounting for the Impairment or Disposal of Long-Lived Assets."  This
statement supersedes FASB Statement 121.  This statement addresses financial
accounting and reporting for long-lived assets impaired and disposed of by
sale.  The provisions of this statement are effective for financial statements
issued for fiscal years beginning after December 15, 2001.  The Company has
adopted the Standard with no effect on the Company's financial statements.

Forward-looking Statements
--------------------------

Forward-looking statements in this report are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are not guarantees of future performance and are
subject to risks and uncertainties that could cause actual results and Company
plans and objectives to differ materially from those projected. Such risks and
uncertainties include, but are not limited to, general business and economic
conditions; the Company's ability to effectuate a restructuring of the 10.25%
Senior Notes and other effects of the restructuring on the Company; competitive
pricing pressures for the Company's products; changes in other costs;
opportunities that may be presented to and pursued by the Company;
determinations by regulatory and governmental authorities; and the ability
to achieve synergistic and other cost reductions and efficiencies.

ITEM 7a.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
          ----------------------------------------------------------

The Company is exposed to certain market risks related to foreign currency
exchange rates. In order to manage the risk associated with this exposure to
such fluctuations, the Company occasionally uses derivative financial
instruments. The Company does not enter into derivatives for trading purposes.

The Company also prepared sensitivity analyses to determine the impact of a
hypothetical 10% devaluation of the U.S. dollar relative to the European
receivables and payables denominated in U.S. dollars. Based on its sensitivity
analyses at March 31, 2002, a 10% devaluation of the U.S. dollar would affect
the Company's annual consolidated operating results, financial position and
cash flows by approximately $.1 million.


<PAGE>
                             PART II.  OTHER INFORMATION

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

For a description of pending litigation and other contingencies, see Part 1,
Note 5, Contingencies in Notes to Consolidated Financial Statements for Viskase
Companies, Inc. and Subsidiaries.

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

No reportable events occurred during the quarter ended March 31, 2002.

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

The Company did not pay the $163.1 million principal and $8.4 million
interest on the 10.25% Senior Notes that became due on December 1, 2001.

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

None.

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

None.

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

(a)     Exhibits

None.

(b) Reports on Form 8-K

None.



                                          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.



                                            VISKASE COMPANIES, INC.
                                            -----------------------
                                            Registrant




                                           By: /s/
                                               ------------------------
                                               Gordon S. Donovan
                                               Vice President, Chief Financial
                                                Officer and Treasurer
                                                (Duly authorized officer
                                                and principal financial
                                                officer of the registrant)






Date:  May 15, 2002