SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 20549

                           FORM 10-Q (Mark One)

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

For the quarterly period ended   October 1, 1999

                            or

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

For the transition period from      to

Commission file number  0-25226

                            EMERSON RADIO CORP.
    (Exact name of registrant as specified in its charter)

             DELAWARE                           22-3285224
(State or other jurisdiction of             (I.R.S. Employer
incorporation or organization)              Identification No.)

9 Entin Road     Parsippany, New Jersey               07054
(Address of principal executive offices)             (Zip code)

                                (973)884-5800
           (Registrant's telephone number, including area code)

(Former name, former address, and former fiscal year, if changed since last
report)

   Indicate by check mark whether the registrant (1) has filed all  reports
required to be filed by Section 13 or 15(d) of the Securities Exchange  Act
of 1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject  to
such filing requirements for the past 90 days.  [X] Yes   [ ] No

   Indicate the number of shares outstanding of common stock as of November
5, 1999: 47,828,215.

                       PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements


<TABLE>
                   EMERSON RADIO CORP. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENTS OF OPERATIONS
                                (Unaudited)
              (In thousands, except earnings per share data)

<CAPTION>
                                Three Months Ended       Six Months Ended
                                October 1,  October 2,   October 1,  October 2,
                                  1999        1998         1999         1998

<S>                             <C>         <C>          <C>         <C>
Net revenues                    $55,531     $ 46,762     $98,978     $105,888

Costs and expenses:
  Cost of sales                  49,409       42,273      87,680       94,161
  Other operating costs and
    expenses                        877          897       1,650        2,163
  Selling, general &
    administrative expenses       3,563        2,599       7,427        7,497
                                 53,849       45,769      96,757      103,821

Operating income                  1,682          993       2,221        2,067

Equity in earnings of
   Affiliate                         42          348         501          791
Write-down of investment             --         (185)         --         (370)
Interest expense, net              (619)        (551)     (1,193)      (1,120)

Income before income taxes        1,105          605       1,529        1,368

Provision for income taxes          250           22         259           21

Net income                      $   855     $    583     $ 1,270     $  1,347

Net income per common share
   Basic                        $   .02      $   .00     $   .03     $    .02
   Diluted                      $   .02      $   .00     $   .02     $    .02

Weighted average number of
   common shares outstanding
   Basic                         47,828      50,037      47,828      50,625
   Diluted                       55,916      50,037      55,916      62,078

</TABLE>

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

<TABLE>
                   EMERSON RADIO CORP. AND SUBSIDIARIES
                         CONSOLIDATED BALANCE SHEETS
                               (In thousands)
<CAPTION>

                                                October 1,     April 2,
                                                  1999          1999
                    ASSETS                     (Unaudited)
<S>                                             <C>            <C>
Current Assets:
   Cash and cash equivalents                    $   2,047      $ 3,100
   Available for sale securities (net of fair
      value adjustment of $1,665 and $1,298,
      respectively)                                   370          738
   Accounts receivable (less allowances of
      $4,480  and  $3,907,  respectively)            9,675       5,143
   Other receivables                                 6,888       6,782
   Inventories                                      12,362      11,608
   Prepaid expenses and other current assets         2,241       2,839
       Total current assets                         33,583      30,210

Property and equipment - (net of
  accumulated depreciation and amortization
  of $3,033 and $2,777, respectively)                1,264       1,211
Investment in Affiliate and Joint Venture           20,016      19,525
Other assets                                         3,010       3,449
      Total Assets                                $ 57,873     $54,395

                    LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
   Notes payable                                  $  4,096     $ 2,216
   Current maturities of long-term debt                 75          50
   Accounts payable and other current
      liabilities                                   16,834      16,759
   Accrued sales returns                             4,561       3,926
   Income taxes payable                                394         400
       Total current liabilities                    25,960      23,351

Long-term debt, less current maturities             20,750      20,750
Other non-current liabilities                          109          97

Shareholders' Equity:
  Preferred shares - 10,000,000
    shares authorized, 3,714
    shares issued and outstand                       3,343       3,343
  Common shares - $.01 par value, 75,000,000
    shares authorized, 51,331,615 shares issued;
    47,828,215 shares outstanding                      513         513
  Capital in excess of par value                   113,288     113,288
  Cumulative translation adjustment                    (73)        (78)
  Unrealized loss on marketable securities            (367)         --
  Accumulated deficit                             (103,743)   (104,962)
  Treasury stock, at cost 3,503,400 shares          (1,907)     (1,907)
     Total shareholders' equity                     11,054      10,197
     Total Liabilities and Shareholders' Equity   $ 57,873     $54,395

</TABLE>

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

<TABLE>

                    EMERSON RADIO CORP. AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (Unaudited)
                               (In thousands)

<CAPTION>

                                                   Six Months Ended
                                              October 1,       October 2,
                                                1999              1998
<S>                                           <C>              <C>
Cash Flows from Operating Activities:

  Net cash provided (used) by operating
    activities                                $  (2,268)       $  3,965

Cash Flows from Investing Activities:

  Net cash (used) by investing
    activities                                     (676)         (1,854)

Cash Flows from Financing Activities:

    Net cash provided by financing
    activities                                    1,891           1,905

Net increase (decrease) in cash and cash
  equivalents                                    (1,053)          4,016

Cash and cash equivalents at beginning
  of period                                       3,100           1,208


Cash and cash equivalents at end of period     $  2,047         $ 5,224


Supplemental disclosure of cash flow information:

  Interest paid                                $  1,088         $ 1,092

  Income taxes paid                            $     10         $    12

</TABLE>

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


                   EMERSON RADIO CORP. AND SUBSIDIARIES
             NOTES TO INTERIM CONSOLIDATED FINANCIAL STATEMENTS
                                 (Unaudited)


NOTE 1 - BUSINESS

      The  unaudited interim consolidated financial statements reflect  all
normal  and  recurring adjustments that are, in the opinion of  management,
necessary  to  present  a  fair statement of  Emerson  Radio  Corp.'s  (the
"Company"  or "Emerson") consolidated financial position as of  October  1,
1999  and  the  results of operations for the three and six  month  periods
ended   October  1,  1999  and  October  2,  1998.  The  unaudited  interim
consolidated financial statements have been prepared pursuant to the  rules
and  regulations of the Securities and Exchange Commission and  accordingly
do not include all of the disclosures normally made in the Company's annual
consolidated  financial statements. It is suggested  that  these  unaudited
interim  consolidated financial statements be read in conjunction with  the
consolidated  financial statements and notes thereto for  the  fiscal  year
ended  April  2,  1999  ("Fiscal 1999"), included in the  Company's  annual
report on Form 10-K.

      The  consolidated financial statements include the  accounts  of  the
Company  and  all  of  its  majority owned subsidiaries.   All  significant
intercompany   accounts   and  transactions   have   been   eliminated   in
consolidation.  The  preparation  of  the  unaudited  interim  consolidated
financial  statements requires management to make estimates and assumptions
that   affect  the  amounts  reported  in  the  financial  statements   and
accompanying  notes;  actual  results could materially  differ  from  those
estimates.

      Due  to  the  seasonal  nature of the Company's consumer  electronics
business,  the  results of operations for the three and six  month  periods
ended  October  1, 1999 are not necessarily indicative of  the  results  of
operations  that may be expected for any other interim period  or  for  the
full year ending March 31, 2000 ("Fiscal 2000").

      The  management  of  the Company considers the Company  to  have  one
reportable  segment, consumer electronics, and assesses  performance  on  a
single segment basis.

       Certain   amounts  in  the  prior  period's  consolidated  financial
statements   have   been  reclassified  to  conform  to  current   period's
presentation.

NOTE 2 - COMPREHENSIVE INCOME (LOSS)

      The Company's total comprehensive income (loss) for the three and six
month periods ended October 1, 1999 and October 2, 1998 are as follows  (in
thousands):

<TABLE>
                                      Three Months        Six Months Ended
                                          Ended
                                  October    October      October   October
                                  1,1999     2,1998       1,1999    2,1998

<S>                               <C>        <C>          <C>       <C>
Net income                        $  855     $  583       $1,270    $1,347
Currency translation adjustment        4         --            4        --
Unrealized losses on securities,
   net                              (119)      (770)        (367)     (770)

Comprehensive income (loss)       $  740     $ (187)      $  907    $  577

NOTE 3 - EARNINGS PER SHARE

</TABLE>

The  following  table  sets  forth the computation  of  basic  and  diluted
earnings per share (in thousands, except per share amounts):


<TABLE>
                                    For the Three             For the Six
                                    Months Ended              Months Ended
                                October 1,    October 2,    October 1,  October 2,
                                  1999          1998          1999        1998

<S>                             <C>           <C>           <C>          <C>
Numerator:
Net income                      $  855        $   583       $ 1,270      $ 1,347
Less:  preferred stock
   dividends                        26            446            52          500
Numerator for basic earnings
   per share - income available
   to common stockholders          829            137         1,218          847
Add back to effect assumed
conversions:

  Preferred stock dividends         26             --            52           93
  Numerator for diluted
    earnings per share           $ 855        $   137       $ 1,270       $  940

Denominator:
Denominator for basic earnings
    per share - weighted
    average shares              47,828         50,037         47,828      50,625
Effect of dilutive securities:

  Preferred shares               8,088             --         8,088       11,453
Denominator for diluted earnings
    per share - adjusted
    weighted average shares and
    assumed conversions         55,916         50,037        55,916       62,078
Basic earnings per share       $   .02        $   .00       $   .03      $   .02
Diluted earnings per share     $   .02        $   .00       $   .02      $   .02

</TABLE>

NOTE 4 - CAPITAL STRUCTURE

      The  outstanding  capital stock of the Company  at  October  1,  1999
consisted  of common stock and Series A convertible preferred  stock.   The
preferred shares are convertible to common shares until March 31, 2002.

      During  the  quarters ended October 1, 1999 and October 2,  1998,  no
conversions of Series A Preferred Stock were made. During August 1998,  the
Company  repurchased  directly  1,423 preferred  shares.  If  all  existing
outstanding   preferred  shares  were  converted  at   October   1,   1999,
approximately  8.1 million additional common shares would be issuable.  The
dividend  rates  on  the Series A Preferred Stock at October  1,  1999  and
October 2, 1998 were 2.8% and 4.2%, with $879,000 and $762,000 of dividends
in  arrears,  respectively.   The  dividend  rate  declines  by  1.4%  each
succeeding  year  until  March  31, 2001, when  no  further  dividends  are
payable.

      At  October  1,  1999, the Company had outstanding approximately  1.1
million  options  with  exercise  prices  ranging  from  $1.00  to   $1.10.
Approximately  987,000 outstanding warrants are convertible into  an  equal
number of shares of common stock at conversion prices ranging between $1.30
and $4.00.

     The Company also has outstanding approximately $20.8 million of Senior
Subordinated Convertible Debentures due in 2002. See "Note 9  -  Long  Term
Debt" and "Note 11 - Letter of Intent".

NOTE 5 - INCOME TAXES

      Income tax provisions for the quarterly periods ended October 1, 1999
and  October  2, 1998 consist of taxes related to international operations.
The  Company  does not recognize tax benefits for losses  incurred  by  its
domestic operations.

NOTE 6 - INVENTORY

     Inventories are comprised primarily of finished goods which are stated
at the lower of cost (first-in, first-out) or market.

NOTE 7 - AVAILABLE-FOR-SALE SECURITIES

      Available-for-sale  securities are stated at  fair  value,  with  the
unrealized   gains  and  losses  reported  in  a  separate   component   of
shareholders'  equity.   Realized gains and losses and  declines  in  value
judged to be other-than-temporary are included in earnings.

      The following is a summary of available-for-sale equity securities at
October 1, 1999 and October 2, 1998 (in thousands):

<TABLE>
                                   Gross        Gross      Estimate
                                 Unrealized   Unrealized     Fair
                       Cost        Gains        Losses      Value
<S>                   <C>           <C>         <C>          <C>
Equity Securities:
  October 1,1999      $2,035        $--         $1,665       $370

  October 2,1998       1,810         --            770      1,040

</TABLE>

NOTE 8 - INVESTMENT IN SPORT SUPPLY GROUP, INC.

      The  Company  owns 2,269,500 (approximately 31% of  the  outstanding)
shares  of  common  stock  of  Sport Supply Group,  Inc.  ("SSG")  that  it
purchased  in  1996 at an aggregate cost of $15,728,000.  In addition,  the
Company  owns  warrants,  acquired in 1996  for  $500,000  to  purchase  an
additional 1 million shares of SSG at $7.50 per share ("SSG Warrants").  If
the  Company  exercises all of the SSG Warrants, it will  beneficially  own
approximately  40%  of the SSG common shares.  Effective  March  1997,  the
Company entered into a Management Services Agreement with SSG, under  which
SSG provides various managerial and administrative services to the Company.

      The investment in and results of operations of SSG are accounted  for
by  the equity method. The Company's investment in SSG includes goodwill of
$6,530,000 which is being amortized on a straight line basis over 40 years.
At October 1, 1999, the aggregate market value quoted on the New York Stock
Exchange  of  SSG  common shares equivalent in number  to  those  owned  by
Emerson  was approximately $18.7 million.  Summarized financial information
derived  from  SSG's  financial  reports to  the  Securities  and  Exchange
Commission was as follows (in thousands):

<TABLE>
                                  October 1, 1999       April 2, 1999
                                     (Audited)          (Unaudited)

    <S>                              <C>                  <C>
    Current assets                   $  44,587            $ 44,322
    Property, plant and
    equipment and other assets          26,560              30,252
    Current liabilities                  8,083              14,966
    Long-term debt                      20,956              19,045
    Stockholders' Equity                42,108              40,563


</TABLE>
<TABLE>
                                  For the 6 Months    For the 6 Months
                                       Ended              Ended
                                  October 1, 1999     October 2, 1998

    <S>                              <C>                  <C>
    Net sales                        $  56,722            $  50,607
    Gross profit                        21,744               19,950
    Net income                           2,163                2,994

</TABLE>

    See "Note 11 - Letter of Intent".

NOTE 9 - LONG TERM DEBT

      As of October 1, 1999 and April 2, 1999, long-term debt consisted  of
the following (in thousands of dollars):
<TABLE>
                                            October 1,  April 2,
                                              1999        1999
<S>                                         <C>         <C>
8 1/2% Senior Subordinated Convertible
  Debentures Due 2002                       $20,750     $20,750
Equipment notes and other                        75          50
                                             20,825      20,800

Less current obligations                         75          50
   Long term debt                           $20,750     $20,750

</TABLE>

     The Senior Subordinated Convertible Debentures Due 2002 ("Debentures")
were  issued in August 1995, bear interest at the rate of 8 1/2% per annum,
payable  quarterly,  and  mature on August 15, 2002.   The  Debentures  are
convertible into shares of the Company's common stock at any time prior  to
redemption or maturity at a conversion price of $3.9875 per share,  subject
to  adjustment under certain circumstances.  Beginning August 15, 1998,  at
the  option  of the Company, the Debentures are redeemable in whole  or  in
part at an initial redemption price of 104% of principal, decreasing by  1%
per  year  until maturity.  The Debentures are subordinated to all existing
and  future senior indebtedness (as defined in the Indenture governing  the
Debentures).  The Debentures restrict, among other things,  the  amount  of
senior  indebtedness  and  other indebtedness that  the  Company,  and,  in
certain instances, its subsidiaries, may incur.  Each Debenture holder  has
the  right  to  cause  the  Company to redeem  the  Debentures  if  certain
designated  events (as defined) should occur.  See "Note  11  -  Letter  of
Intent".

NOTE 10 - LEGAL PROCEEDINGS

     The Company is involved in a number of legal proceedings and claims of
various  types, the most significant of which are described in  "Part  I
Item  3. Legal Proceedings" of the Company's Form 10-K for the fiscal  year
ended  April  2,  1999 and Form 8-K dated August 6, 1999.  While  any  such
litigation  contains  an  element  of  uncertainty,  management   presently
believes  that the outcome of such proceedings and claims will not  have  a
material adverse effect on the Company's consolidated financial position.

NOTE 11 - LETTER OF INTENT

      On  August 3, 1999, the Company and Geoffrey P. Jurick, the Company's
Chairman of the Board, Chief Executive Officer and President, entered  into
a letter of intent with Oaktree Capital Management Corp. and certain of its
affiliated  entities  ("Oaktree").  The  letter  of  intent  sets  forth  a
proposed series of transactions which, if consummated, would result in  the
following:

- The Company would sell its entire ownership in SSG to Oaktree.  Under
  the  terms  of the letter of intent, Oaktree would purchase from  Emerson
  2,269,500 shares of SSG common stock and warrants to purchase one million
  shares  for  a  purchase price consisting of $15  million  in  cash,  the
  surrender  of  approximately  $13.9  million  face  amount  of  Emerson's
  convertible  debentures presently owned by Oaktree and  an  exit  consent
  amending  certain  provisions of the Indenture  governing  the  Company's
  convertible debentures.

- The Company would purchase up to $23 million of
  its outstanding common stock  through a self-tender
  offer at a price of not less than $1.00  per share.
  The $15 million cash proceeds from the sale of the
  SSG securities would be utilized by Emerson to fund,
  in part, a partial tender offer. The remainder of
  the $23 million would come from additional
  borrowings.

- The  resolution of litigation between Mr. Jurick, Emerson's  Chairman
  and  largest shareholder, and certain of his creditors.
  Pursuant to  the terms  of  the  letter of intent and an option agreement,
  Oaktree  would acquire all claims held by certain creditors of Mr. Jurick
  for $20 million. The claims to be acquired by
  Oaktree have been the subject of litigation in the
  U.S. District Court for the District of New Jersey.
  Under the terms of the transactions, Mr. Jurick
  would use amounts received by him pursuant to
  Emerson's self-tender, together with certain other
  funds, to acquire those claims  from  Oaktree,
  thereby eliminating the need for him to  sell  his
  Emerson  shares.   Subject to approval by SSG's
  Board,  Mr.  Jurick  also intends to assign options
  to acquire 300,000 shares of SSG's common stock to
  Oaktree.

Completion  of  the transaction described is contingent upon  a  number  of
conditions  being  satisfied.   No  assurances  can be  made   that   this
transaction will be consummated.

Item 2. Management's Discussion and Analysis ofResults of
        Operations and Financial Condition

GENERAL
          The Company's operating results and
liquidity are impacted by the seasonality  of  its
business.  The Company records the  majority  of  its
annual  sales  in the fiscal quarters ending in
September and December  and receives  the  largest
amount of customer returns in  the  fiscal  quarters
ending  in  March and June.  Therefore, the results of
operations discussed below  are  not  necessarily
indicative of the Company's  results  for  any
subsequent  periods  or for the year ending March 31,
2000.   The  Company expects its United States sales
for the quarter ended December 31, 1999  to increase
as compared to the quarter ended January 1, 1999
due to increased product sales.

RESULTS OF OPERATIONS

           NET  REVENUES   Consolidated net revenues
for the three and  six month  periods  ended  October
1, 1999 increased $8.8 million  (18.8%)  and decreased
$6.9 million (6.5%) as compared to the same periods in
the fiscal year  ended  April 2, 1999 ("Fiscal 1999"),
respectively. The  increase  in revenues for the three
months ended October 1,1999 resulted primarily  from
increases  in  unit sales of microwave ovens and
Digital Video  Disc  (DVD) products,  partially offset
by a reduction in audio products. The  decrease in
revenues  for  the six months ended October 1, 1999
resulted  primarily from  decreased  unit  sales of
audio products,  partially  offset  by  the increased
unit sales of microwave ovens and the introduction  of
the  DVD product line.  Revenues earned from the
licensing of the Emerson and G Clef trademark were
$878,000 and $1.6 million in the three and six month
periods ended October 1, 1999 as compared to $978,000
and $1.6 million in the  same periods in Fiscal 1999,
respectively.

      The  Company reports royalty and commission
revenues earned from  its licensing arrangements,
covering various products and territories, in  lieu of
reporting the full dollar value of such sales and
associated costs.

      COST  OF  SALES   Cost of sales, as a percentage
of consolidated  net revenues,  was  89.0% and 88.6%
for the three and six month  periods  ended
October  1,  1999  as compared to 90.4% and 88.9%
for the same  periods  in Fiscal 1999,  respectively.
The decrease  in  the  cost  of sales  as  a percentage
of sales for the three months ended October 1, 1999, as compared
to  the  prior fiscal year, was primarily attributable
to a change  in  the product mix to higher margin
products.

      OTHER  OPERATING  COSTS  AND EXPENSES    Other
operating  costs  and expenses  for the three month
period ended October 1, 1999 as  compared  to the
same  period in Fiscal 1999 were substantially
unchanged  in  absolute dollars. For the six month
period ended October 1, 1999 as compared to  the same
period  in  the  prior  year,  other  operating  costs
decreased  by approximately $513,000 due primarily to
a reduction in handling charges  on returns.

       SELLING,  GENERAL  AND  ADMINISTRATIVE
EXPENSES  ("S,G&A")    S,G&A increased by $964,000 for
the three month period ended October 1, 1999, and for
the  six  month period ended October 1, 1999 decreased
by  $70,000  as compared  to  the same period in
Fiscal 1999. The increase of  $964,000  in S,G&A
for the three month period was primarily attributable
to an increase in  advertising  costs; an increase
in charges related to  bad  debts  and professional
fees. The decrease of $70,000 in S,G&A  for  the
six   month period  was primarily attributable to a
decrease in charges related to  bad debts, offset
by an increase in advertising costs and professional fees.

      EQUITY IN EARNINGS OF UNCONSOLIDATED AFFILIATE
The Company's  share in  the  earnings of SSG amounted
to $42,000 and $501,000 in the three  and six month
periods ended October 1,1999 as compared to $348,000
and $791,000 for the same periods in the prior fiscal
year, respectively.

      INTEREST EXPENSE   Interest expense increased by
$68,000 and  $73,000 in  the  three and six month
periods ended October 1, 1999 as compared to
the    same  periods  in  Fiscal  1999,  respectively.
The  increase was attributable  to an increase in short term average
borrowings and  interest rate  increases.   The
increase in short term borrowings  was  due  to  an
increase in working capital requirements.

      NET  INCOME    As  a  result of the foregoing
factors,  the  Company generated   net   income of
$855,000 and $1,270,000 for the three  and  six month periods  ended
October  1, 1999, as compared  to  net  earnings  of
$583,000 and $1,347,000 for the same periods in Fiscal
1999, respectively.

LIQUIDITY AND CAPITAL RESOURCES

     Net cash utilized by operating activities was
$2.3 million for the six months  ended October 1,
1999. Cash was utilized primarily by increases  in
accounts receivable and inventory, partially offset by
an increase  in  the profitability of the Company.

      Net  cash utilized by investing activities was
$676,000 for  the  six months ended October 1, 1999.

      In  the  six  months  ended October 1, 1999, the
Company's  financing activities  provided  $1.9
million primarily from the increased  borrowings under
the Company's U.S. line of credit facility.

      The  Company maintains an asset-based $10
million U.S. line of credit facility.   In addition,
the Company maintains 2 credit facilities  with  a
Hong  Kong based bank: a $3.5 million letter of credit
facility and  a  $25 million  back-to-back letter of
credit facility.  At October 1,  1999,  the $3.5
million letter of credit facility was fully utilized
and $17.5 million was outstanding under the $25
million letter of credit facility.

      At present, management believes that future cash
flow from operations and its existing institutional
financing noted above will be sufficient  to fund  all
of  the Company's cash requirements for the next
twelve  months. However, the adequacy of future cash
flow from operations is dependent upon the  Company
achieving its operating plan. The Company's proposed
sale  of its ownership interest in SSG would initially
reduce its existing long-term debt  by  approximately
$13.9 million.  However, the Company would need  an
additional  facility of approximately $8 million to
fund  the  $23  million partial self-tender.  See
"Note 11 - Letter of Intent".

      As  of  October  1, 1999 the Company had no
material commitments  for capital expenditures.

INFLATION AND FOREIGN CURRENCY

      Neither inflation nor currency fluctuations had
a significant  effect on the Company's results of
operations during the three or six months ended
October  1,1999. The Company's exposure to currency
fluctuations  has  been minimized  by  the use of U.S.
dollar denominated purchase orders,  and  by sourcing
production  in  more  than one  country.  The  Company
purchases virtually  all of its products from
manufacturers located in various  Asian countries.
These  countries are emerging from an economic  and
financial market  crisis  that,  to  date, has not
adversely affected  the  Company's ability  to
purchase  product.   If the  economic  recovery
currently  in progress  should reverse its trend, it
could adversely affect the Company's relationship
with  its  suppliers and its  ability  to  acquire
products. Additional  financial turmoil in the South
American economies may  have  an adverse impact on the
Company's South American licensee.

YEAR 2000

      The  Year 2000 issue is primarily the result of
computer programs  or databases using a two-digit
format, as opposed to four digits, to represent a
calendar  year.   Some  computer systems will  be
unable  to  correctly interpret dates beyond the year
1999, which could cause a system failure or other
computer errors, leading to a disruption in the
operation or accuracy of  such systems.  The Company
has recently completed a company-wide  study and
testing program to locate and cure any Year 2000
issues in the products or  systems on which it relies
and in the products it offers for sale at  a cost of
approximately $500,000. To date, the Company has not
identified any such  problems requiring corrective
action that will result in  a  material adverse impact
on the Company, and believes that it is Year 2000
compliant. However,  there  can  be  no assurance that
the companies  with  which  the Company  does
business  will  achieve Year 2000  compliance  in  a
timely fashion, or that such failure to comply by
another company will not have  a material  adverse
effect on the Company.  The Company believes the
products it  currently  offers for sale or license are
all Year 2000 compliant,  and that  the  cost to
remediate any previously sold product that is  not
Year 2000  compliant  will not be material.  The
Company has incurred  and  will incur  internal  but
not  incremental staff costs  related  to  the  above
initiative.

      Potential  sources  of risk include: (a) the
inability  of  principal suppliers  to be Year 2000
ready, which could result in delays  in  product
deliveries from such suppliers; (b) disruption of the
distribution channel, including  transportation
vendors; (c) customer problems that could  affect
revenue   demand;  and  (d)  undiscovered  issues
related  to  Year   2000 compatibility  which could
have a material adverse impact.   The  Company's Year
2000 assessment is ongoing and the consideration of
contingency plans will  continue  to be evaluated as
new information becomes  available.   At this  stage,
however,  the  Company  has  not  developed  a
comprehensive contingency plan to address situations
that may result if any of the  third parties upon
which the Company is dependent is unable to achieve
Year  2000 compliance.   The  need  for  such a
contingency  plan  will  be  evaluated throughout
1999.

     Based on the assessment effort to date, the
Company does not believe that the Year 2000 issue will
have a material adverse effect on its financial
condition, results of operations, or cash flows.

RECENT PRONOUNCEMENTS OF THE FINANCIAL ACCOUNTING
STANDARDS BOARD

      SFAS  No.  133,  "Accounting for Derivative
Instruments  and  Hedging
Activities,"  which  will  be effective for the
Company  for  Fiscal  2001, establishes  accounting
and reporting standards for derivative instruments,
including  certain derivative instruments embedded in
other contracts,  and hedging  activities.  The
Company has not yet determined  the  effects,  if any,
of   implementing  SFAS  No.  133  on  its  reporting
of  financial information.

FORWARD-LOOKING INFORMATION

      This  report  contains various forward-looking
statements  under  the Private  Securities Litigation
Reform Act of 1995 (the  "Reform  Act")  and
information  that is based on Management's beliefs as
well  as  assumptions made  by  and information
currently available to Management.  When used  in this
report,  the  words  "anticipate", "estimate",
"expect",  "predict", "project", and similar
expressions are intended to identify forward-looking
statements. Such statements are subject to certain
risks, uncertainties and assumptions. Should  one  or
more  of  these  risks   or   uncertainties
materialize,  or  should  underlying assumptions
prove  incorrect,  actual results  may vary materially
from those anticipated, expected or projected. Among
the key factors that could cause actual results to
differ materially are as follows: (i) the ability of
the Company to continue selling products to  its
largest customers whose net revenues represented 52%
and  24%  of Fiscal  1999  net  revenues; (ii)
competitive factors such  as  competitive pricing
strategies utilized by retailers in the domestic
marketplace  that negatively impacts product gross
margins; (iii) the ability of the  Company to
maintain its suppliers, primarily all of whom are
located  in  the  Far East;  (iv)  the outcome of
litigation; (v) the ability of the  Company  to comply with
the restrictions  imposed  upon  it  by  its   outstanding
indebtedness; (vi) the Year 2000 Issue (as described
above); (vii)  general economic  conditions; and
(viii) the ability of the Company to execute  its
proposed plan involving the sale of its ownership
interest in SSG  and  the partial self-tender for the
Company's shares of common stock.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
       MARKET RISK

       Not material.

               PART II OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.

          For  further  information on
          litigation to  which  the Company is a
          party, reference is made to Part 1 Item-3-
          Legal Proceedings  in the Company's most
          recent annual  report  on
          Form 10-K, and on Form 8-K dated August
          6,1999.

ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS.

          None.

ITEM 3.   DEFAULT UPON SENIOR SECURITIES.

          (a)  None

          (b)  None

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY
         HOLDERS.

               Not Applicable.

ITEM 5.   OTHER INFORMATION.

          (a)  None

ITEM 6.   EXHIBITS AND REPORTS ON FORM 8-K.

          (a)  Exhibits:
          (10)(a) Supplemental Letter of Employment
              for Marino Andriani, dated as of October 11, 1999.*

          (10)(b)  License Agreement dated as of
              October 29,  1999  by  and between
              Daewoo Electronics Co. LTD and Emerson.*

          (27) Financial Data Schedule for quarter
              ended October 1, 1999.*

          (b)  Reports  on  Form  8-K - Current report
               on  Form  8-K  dated August  6,  1999,
               reporting a letter of intent  to
               resolve certain litigation and
               ownership issues.
____________________________
*Filed herewith.


                      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.


                              EMERSON RADIO CORP.
                                 (Registrant)

Date:     November 5, 1999    /s/ Geoffrey P.Jurick
                              Geoffrey P. Jurick
                              Chairman, Chief
                              Executive Officer and
                              President



Date:   November 5, 1999      /s/John P. Walker
                              John P. Walker
                              Executive Vice President
                              and Chief Financial Officer