FORM 10-Q
  
  U.S. SECURITIES AND EXCHANGE COMMISSION
  
  Washington, DC 20549
  
  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
  THE SECURITIES EXCHANGE ACT OF 1934
  
  
  For the Quarter Ended March 31, 1999
  
  
  Commission File Number 1-9014
  
  
  Chyron Corporation
  (Exact name of registrant as specified in its charter)
  
  New York
  (State or other jurisdiction of Incorporation or organization)
  
  11-2117385
  (IRS Employer Identification No.)
  
  5 Hub Drive, Melville, New York
  (Address of principal executive offices)
  
  11747
  (Zip Code)
  
  (516) 845-2000
  (Registrant's telephone number including area code)
  
  
  Indicate by check mark whether the registrant (1) has filed all reports
  required to be filed by Section 13 or 15(d) of the Securities Exchange Act
  of 1934 during the preceding 12 months (or for such shorter period that the
  registrant was required to file such reports) and (2) has been subject to
  such filing requirements for the past 90 days.
  
  Yes  X       No    
  
  Indicate the number of shares outstanding of each of the issuer's classes
  of common stock, as of the latest practical date.
  
  Common Stock $.01 Par Value - 32,058,020 as of
  
  May 10, 1999
  
  
  This document consists of 11 pages
  
  
  CHYRON CORPORATION
  
  INDEX
  
  
  PART I   FINANCIAL INFORMATION                                   
                                                                   
            
  Item 1.   Financial Statements
            Consolidated Balance Sheets as of March 31, 1999 
            (unaudited) and December 31, 1998                     3
            Consolidated Statements of Operations 
            (unaudited) for the Three Months ended 
            March 31, 1999 and 1998                               4
            Consolidated Statements of Cash Flows 
            (unaudited) for the Three Months ended 
            March 31, 1999 and 1998                               5
            Notes to Consolidated Financial Statements 
            (unaudited)                                           6
  
  Item 2.   Management's Discussion and Analysis of 
         Financial Condition and Results of Operations            8
  
  
  PART II   OTHER INFORMATION
  
  Item 1.   Legal Proceedings                                    11
  
  Item 2.   Changes in Securities                                11
  
  Item 3.   Defaults Upon Senior Securities                      11
  
  Item 4.   Submission of Matters to a Vote of Security Holders  11
  
  Item 5.   Other Information                                    11
  
  Item 6(a) Exhibits                                             11
  
  Item 6(b) Reports on Form 8-K                                  11
  
  Signatures                                                     11
         
  
  
  CHYRON CORPORATION
  CONSOLIDATED BALANCE SHEETS
  (In thousands except share amounts)
  
                 ASSETS
                                                 (Unaudited)
                                                   March 31,December 31,
                                                        1999        1998
  Current assets:
    Cash and cash equivalents                        $ 1,130     $ 1,585
    Accounts receivable, net                          15,201      18,396
    Inventories, net                                  19,610      19,378
    Deferred tax assets                                4,940       4,726
    Prepaid expenses and other current assets          2,277       1,982
       Total current assets                           43,158      46,067
  
  Property and equipment                              11,839      12,545
  Excess of purchase price over net tangible 
    assets acquired                                    4,982       5,104
  Investments                                          2,286       2,286
  Software development costs                           5,050       4,458
  Deferred tax assets                                  8,856       8,343
  Other  assets                                        4,474       4,313
  TOTAL ASSETS                                       $80,645     $83,116
    
            LIABILITIES AND SHAREHOLDERS' EQUITY
  
  Current liabilities:
    Accounts payable and accrued expenses            $13,321     $14,136
    Current portion of long-term debt                    678       1,512
    Capital lease obligations                            393         383
       Total current liabilities                      14,392      16,031
  
  Long-term debt                                      14,463      13,486
  Capital lease obligations                              493         515
  Other liabilities                                    3,654       3,314
    Total liabilities                                 33,002      33,346
  
  Commitments and contingencies
  
  Shareholders' equity:
  Preferred stock, par value without designation
    Authorized - 1,000,000 shares, Issued - none
  Common stock, par value $.01
    Authorized - 150,000,000 shares
    Issued and outstanding -
    32,058,020 at March 31, 1999 and 
    December 31, 1998                                    321         321
  Additional paid-in capital                          44,021      44,021
  Retained earnings                                    2,940       4,790
  Accumulated other comprehensive income                 361         638
    Total shareholders' equity                        47,643      49,770
  TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY         $80,645     $83,116
  
  See Notes to Consolidated Financial Statements
  
  
  CHYRON CORPORATION
  CONSOLIDATED STATEMENTS OF OPERATIONS
  THREE MONTHS ENDED MARCH 31, 1999 AND 1998
  (In thousands except per share amounts)
  
  (Unaudited)
  
                                                        1999        1998
  
  Net sales                                          $14,998     $21,525
  Cost of products sold                                8,251      10,803
  Gross profit                                         6,747      10,722
  
  Operating expenses: 
  Selling, general and administrative                  7,277       7,718
  Research and development                             1,844       2,510
  
  Total operating expenses                             9,121      10,228
  
  Operating (loss) income                            (2,374)         494
  
  Interest and other expense, net                        302         359
  
  (Loss) income before provision for income taxes    (2,676)         135
  
  (Benefit) provision for income taxes                 (826)         101
  
  Net (loss) income                                 $(1,850)   $      34
  
  Net (loss) income per common share   basic 
    and diluted                                   $    (.06)   $     .00
  
  Weighted average shares used in computing net 
    (loss) income per common share - basic 
    and diluted                                       32,058      32,606
  
  
  See Notes to Consolidated Financial Statements
  
  
  CHYRON  CORPORATION
  CONSOLIDATED STATEMENTS OF CASH FLOWS
  THREE MONTHS ENDED MARCH 31, 1999 AND 1998
  (In thousands)
  (Unaudited)
  
  
                                                          1999           1998
  CASH FLOWS FROM OPERATING ACTIVITIES
  
  Net loss                                            $(1,850)      $      34
  Adjustments to reconcile net loss to net 
    cash provided by operating activities:
    Depreciation and amortization                        1,327            920
    Deferred income tax (benefit)                        (715)          (157)
  Changes in operating assets and liabilities:
  Accounts receivable                                    2,933          2,183
  Inventories                                            (467)          1,669
  Prepaid expenses and other assets                      (484)          (558)
  Accounts payable and accrued expenses                  (629)        (2,765)
  Other liabilities                                        345            168
  Net cash provided by operating activities                460          1,494
  
  CASH FLOWS FROM INVESTING ACTIVITIES
  
  Acquisitions of property and equipment                                (551)
  Capitalized software development                     (1,078)          (763)
  Net cash used in investing activities                (1,078)        (1,314)
  
  CASH FLOWS FROM FINANCING ACTIVITIES
  
  Paydown of expiring credit facility                  (8,493)
  Net proceeds from new credit facility                  8,688
  Payments of term loan                                  (500)          (500)
  Borrowings from revolving credit agreements, net         415            115
  Proceeds from issuance of convertible debt               159
  Payments of capital lease obligations                  (107)          (136)
  Net cash provided by (used in) financing activities      162          (521)
  
  Effect of foreign currency rate fluctuations on 
    cash and cash equivalents                                1            (5)
  
  Change in cash and cash equivalents                    (455)          (346)
  
  Cash and cash equivalents at beginning of period       1,585          2,968
  Cash and cash equivalents at end of period            $1,130        $ 2,622
  
  
  
  See Notes to Consolidated Financial Statements
  
  
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  (UNAUDITED)
  
  
  1. BASIS OF PRESENTATION
  
     In the opinion of management of Chyron Corporation (the "Company"),
  the accompanying unaudited consolidated interim financial statements reflect
  all adjustments (consisting of only normal recurring adjustments) necessary
  to present fairly the financial position of the Company as of March 31, 1999
  and the consolidated results of its operations and its cash flows for the
  periods ended March 31, 1999 and 1998.  The results of operations for such
  interim periods are not necessarily indicative of the results that may be
  expected for the year ending December 31, 1999. Certain information and
  footnote disclosures normally included in financial statements prepared in
  accordance with generally accepted accounting principles have been omitted
  pursuant to the rules and regulations of the Securities and Exchange
  Commission.  For further information, refer to the consolidated financial
  statements and footnotes thereto included in the Company's Annual Report on
  Form 10-K for the year ended December 31, 1998.  The December 31, 1998
  figures included herein were derived from such audited consolidated
  financial statements.  Certain reclassifications have been made to the 1998
  financial statements to conform to the 1999 method of presentation.
  
  2. ACCOUNTS RECEIVABLE
  
     Accounts receivable is stated net of an allowance for doubtful
  accounts of $3,948,000 and $3,881,000 at March 31, 1999 and December 31,
  1998, respectively.  
  
  3. INVENTORIES
  
     Inventories, net of obsolescence reserves, consist of the following
  (in thousands):
  
                                    March 31,December 31,
                                     1999      1998      
  
          Finished goods           $  8,299    $  7,266
          Work-in-process             3,444       3,048
          Raw material                7,867       9,064
                                    $19,610     $19,378
  
     4. LONG-TERM DEBT
  
     On March 29, 1999, the Company entered into a new $12 million credit
  facility which extends through March 31, 2002. Under this facility, the
  Company borrowed $2 million in the form of a term loan and can obtain
  revolving credit loans based on its eligible accounts receivable and
  inventory for the balance of the facility. Total borrowings at closing were
  $8.7 million.These borrowings were used primarily to paydown the outstanding 
  balance under the expiring credit facility of $8.5 million, including
  $500,000 outstanding on a term loan.
  
     The term loan requires no principal payments through September 30,
  1999, $25,000 per month for the period October 1, 1999 through September 30,
  2000, $75,000 per month for the period October 1, 2000 through September 30,
  2001 and $133,333 per month from October 1, 2001 through March 31, 2002.
  Interest is payable monthly at LIBOR plus 1.875% (6.85% at March 31, 1999),
  or at a rate based on Prime. The Company must pay a monthly commitment fee
  equal to one half of 1% per annum on the daily unused portion of the
  facility.
  
     The entire facility is secured by Chyron's accounts receivable and
  inventory and the Common Stock of Pro-Bel.  The agreement contains
  requirements for levels of operating income and prohibits the Company from
  paying dividends in excess of 25% of net income in any fiscal year.
  
  5. SEGMENT INFORMATION
  
     Chyron's businesses are organized, managed and internally reported as
  two segments. The segments, which are based on differences in products and
  technologies, are Graphics Products and Media Management Systems. The
  accounting policies of the segments are the same as those described in the
  "Summary of Significant Accounting Policies" included in the Company's
  Financial Statements contained in its Annual Report on Form 10-K for the
  year ended December 31, 1998.  The Company is an integrated organization
  characterized by interdivisional cooperation, cost allocations and inventory
  transfers.  Therefore, management does not represent that these segments,
  if operated independently, would report the financial information shown
  below.
  
  Business Segment Information
  (In thousands)
  
                                                                   Media
                                                 Graphics     Management
  Three months ended March 31, 1999
    Net sales                                     $ 6,232        $ 8,766
    Operating (loss)                              (1,310)        (1,064)
    Depreciation and amortization                     539            788
  
  Three months ended March 31, 1998
    Net sales                                       9,722         11,803
    Operating (loss) income                          (36)            530
    Depreciation and amortization                     309            611
  
  
  Geographic Areas
                                United States      Europe          Other
  Three months ended March 31, 1999
    Net sales                         $ 6,887     $ 7,415      $     696
    Operating (loss)                  (1,616)       (693)           (65)
  
  Three months ended March 31, 1998
    Net sales                          11,198       7,579          2,748
    Operating income                      224         198             72
  
  
  ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
          CONDITION AND RESULTS OF OPERATIONS
  
     From time to time, including in this Quarterly Report on Form 10-Q,
  the Company may publish forward-looking statements relating to such matters
  as anticipated financial performance, business prospects, technological
  developments, changes in the industry, new products, research and
  development activities and similar matters.  The Private Securities
  Litigation Reform Act of 1995 provides a safe harbor for such forward-
  looking statements.  In order to comply with the terms of the safe harbor,
  the Company notes that a variety of factors could cause the Company's actual
  results to differ from the anticipated results or other expectations
  expressed in the Company's forward-looking statements.  The risks and
  uncertainties that may affect the operations, performance, development and
  results of the Company's business include, but are not limited to, the
  following:  product concentration in a mature market, dependence on the
  emerging digital market and the industry's transition to DTV and HDTV,
  consumer acceptance of DTV and HDTV, resistance within the broadcast or
  cable industry to implement DTV and HDTV technology, rapid technological
  changes, new technologies that could render certain Chyron products to be
  obsolete, a highly competitive environment, competitors with significantly
  greater financial resources, new product introductions by competitors,
  seasonality, fluctuations in quarterly operating results, ability to
  maintain adequate levels of working capital, expansion into new markets and
  the Company's ability to successfully implement its acquisition and
  strategic alliance strategy.
  
  Results of Operations
  
  Overview
  
     This discussion should be read in conjunction with the Consolidated
  Financial Statements, including the Notes thereto:
  
  Comparison of the Three Months Ended March 31, 1999 and 1998
  
     Sales for the quarter ended March 31, 1999 were $15 million. This
  represents a decrease of $6.5 million, or 30%, compared to the $21.5 million
  reported for the first quarter of 1998.  This decrease was primarily due to
  lower levels of volume associated with the U.S. graphics and Pro-Bel
  products and the loss of $1.3 million in revenues associated with the
  Trilogy division which was sold in August, 1998. The industry transition to
  DTV and HDTV continues to evolve slowly as broadcasters cautiously upgrade
  and replace equipment. In addition, the first quarter has historically been
  weak since broadcasters typically postpone capital expenditures awaiting new
  product introductions at the annual National Association of Broadcasters
  Convention (NAB) held in April.
  
     Gross profit declined to $6.7 million for the quarter ended March 31,
  1999. The decrease of $4.0 million from the $10.7 million reported for the
  first quarter of 1998 was primarily attributable to the loss in sales volume
  for the first quarter of 1999.  Gross margins as a percentage of sales
  decreased to 44.9% in 1999 as compared to 49.8% in 1998. The decrease in
  gross profit as a percentage of sales is attributable to a lower level of
  absorption of overhead costs due to lower sales volumes.
  
     Selling, general and administrative (SG&A) expenses decreased by $.4
  million, or 6%, to $7.3 million in the quarter ended March 31, 1999 compared
  to $7.7 million for the first quarter of 1998. Research and development
  (R&D) costs, net of amounts capitalized, decreased by $.7 million during the
  first quarter of 1999 as compared to the same period in 1998. These
  reductions were primarily due to the elimination of operating costs
  associated with the Trilogy and Concerto divisions.
  
     Interest and other expense, net, decreased slightly in the first
  quarter of 1999 as compared to the first quarter of 1998.  Included in this
  amount is an increase in foreign exchange gains due to favorable rates
  between the U.S. dollar and British pounds sterling, offset by an increase
  in interest expense due to the write-off of debt issuance costs related to
  the credit agreement that was replaced during the quarter. Interest rates
  and average borrowings were fairly consistent quarter to quarter.
  
     The Company recorded a tax benefit of $826,000 for the quarter ended
  March 31, 1999 as compared to a tax provision of $101,000 in the comparable
  quarter in 1998. The effective rate in 1999 of 31% results from the
  proportion of losses derived in the U.K. and U.S. which are taxed at
  statutory rates between 30-34%.
  
  Liquidity and Capital Resources
  
     At March 31, 1999, the Company had cash on hand of $1.1 million and
  working capital of $28,766.
  
     As set forth in the Consolidated Statements of Cash Flows, the Company
  generated $.5 million in cash from operations during the three months ended
  March 31, 1999 as compared to $1.5 million for the comparable period in
  1998.  The reduction in cash flows from operations is principally due to the
  realization of the net loss and reductions in accounts payable, offset by
  lower accounts receivable balances. Increased levels of spending related to
  software development were incurred as the Company devoted efforts to new
  product introductions to be shown in April at NAB.
  
     On March 29, 1999, the Company entered into a new $12 million credit
  facility which extends through March 31, 2002. Under this facility, the
  Company borrowed $2 million in the form of a term loan and can obtain
  revolving credit loans based on its eligible accounts receivable and
  inventory for the balance of the facility. Total borrowings at closing were
  $8.7 million.These borrowings were used primarily to paydown the outstanding
  balance under the expiring credit facility of $8.5 million, including
  $500,000 outstanding on a term loan.
  
     The term loan requires no principal payments through September 30,
  1999, $25,000 per month for the period October 1, 1999 through September 30,
  2000, $75,000 per month for the period October 1, 2000 through September 30,
  2001 and $133,333 per month from October 1, 2001 through March 31, 2002.
  Interest is payable monthly at LIBOR plus 1.875% (6.85% at March 31, 1999),
  or at a rate based on Prime. The Company must pay a monthly commitment fee
  equal to one half of 1% per annum on the daily unused portion of the
  facility.
  
     The entire facility is secured by Chyron's accounts receivable and
  inventory and the Common Stock of Pro-Bel.  The agreement contains
  requirements for levels of operating income and prohibits the Company from
  paying dividends in excess of 25% of net income in any fiscal year.
  
  
  The Year 2000
  
     The Company has taken actions to ensure that its products, internal
  systems and procedures are Year 2000 Compliant.  To this end, the Company
  has established a plan to assess the Year 2000 impact in order to minimize
  any interruption of its operations or its ability to serve its customers. 
  The Company has also established a Year 2000 Committee whose members include
  senior management and functional area leaders.
  
     The Company has structured its plan to address internal systems,
  infrastructure, facilities, suppliers and vendors as well as products and
  services. In this regard, the Company has completed the assessment of its
  critical internal information technology (IT) and non-IT systems and has not
  found any significant readiness problems with respect to such internal
  systems and procedures. The Company has also completed its product review
  and is engaged in remediation efforts, where appropriate, including
  upgrading and retiring of systems and components. The Company believes the
  remediation efforts required are not significant and are expected to be
  completed by June 1, 1999. All products being shipped currently have been
  extensively tested and found to be compliant. The Company is in the process
  of assessing Year 2000 readiness of its critical suppliers by means of
  surveys and visits. These assessments are expected to  be completed during
  the first half of 1999 and contingency plans will be prepared, as needed,
  during the second half of the year.
  
     The Company is taking what it considers to be reasonable steps to
  prevent major interruptions in its business due to Year 2000 issues.  The
  inability of the Company or significant third parties to adequately address
  Year 2000 issues could cause inefficiencies in the Company's business
  operations. At this time, the Company has not encountered any Year 2000
  issues which it believes could have a material adverse effect on its
  business or current products.
  
  
  PART II.     OTHER INFORMATION
  
  ITEM 1. Legal Proceedings
  
     The Company from time to time is involved in routine legal matters
  incidental to its business.  In the opinion of management, the ultimate
  resolution of such matters will not have a material adverse effect on the
  Company's financial position, results of operations or liquidity.
  
  ITEM 2. Changes in Securities 
  
     Not applicable.
  
  ITEM 3. Defaults Upon Senior Securities
  
     Not applicable.
  
  ITEM 4. Submission of Matters to a Vote of Security Holders
  
     Not applicable.
  
  ITEM 5. Other Information
  
     Not applicable.
  
  ITEM 6(a).   Exhibits
  
     (27) Financial Data Schedule
  
  ITEM 6(b).   Reports on Form 8-K
  
     On February 4, 1999, the Company filed a report on Form 8-K pertaining
  to the fourth quarter and year end operating results and the issuance of
  $1.1 million aggregate principal amount of 8% five year convertible notes.
  
                         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.
  
  
                    CHYRON CORPORATION     
                    (Registrant)
  
  
  May 13, 1999      /s/ Edward Grebow 
  (Date)            Edward Grebow
                    President and
                    Chief Executive Officer
  
  
  May 13, 1999      /s/ Dawn Johnston
  (Date)            Dawn Johnston
                    Senior Vice President and
                    Chief Financial Officer