FORM 10-QSB

                    SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, D.C.  20549

               Quarterly Report Under Section 13 or 15 (d)
                  of the Securities Exchange Act of 1934


                     For Quarter Ended March 31, 1999

                     Commission File Number 2-96271-B


                        CAS MEDICAL SYSTEMS, INC.

          (Exact name of registrant as specified in its charter)


       Delaware                                     06-1123096

(State or other jurisdiction of                     (I.R.S. employer
incorporation of organization)                      identification no.)



          44 East Industrial Road, Branford, Connecticut  06405

                 (Address of principal executive offices)
                                (Zip Code)


                              (203) 488-6056

           (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 practicable date.


Common Stock, $.004 par value:    9,346,777 shares as of March 31, 1999.  


<PAGE>


                                  PART I




ITEM 1.  FINANCIAL INFORMATION



     The condensed financial statements included herein have been prepared
by CAS Medical Systems, Inc. (the "Company"), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission.  While
certain information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations, the Company believes that the disclosures made herein are
adequate to make the information presented not misleading.  It is
recommended that these condensed financial statements be read in conjunction
with the financial statements and notes thereto included in the Company's
Annual Report filed on Form 10-KSB for the year ended December 31, 1998.  


     In the opinion of the Company, all adjustments necessary to present
fairly the financial position of CAS Medical Systems, Inc. as of March 31,
1999 and the results of its operations and its cash flows for the three
months ended March 31, 1999 and 1998 have been included.


<PAGE>
<TABLE>
                         CAS MEDICAL SYSTEMS, INC.

         BALANCE SHEETS AS OF MARCH 31, 1999 AND DECEMBER 31, 1998

<CAPTION>

                                        March 31, 1999     December 31, 1998
                                         (unaudited)           (audited)
<S>                                        <C>                 <C>
ASSETS
Current Assets:
  Cash and cash equivalents                $2,002,387          $1,442,342
  Accounts receivable, net of allowance
    for doubtful accounts                     828,218             895,699
  Inventory                                   889,478             948,293
  Deferred tax assets                          94,500              94,500
  Other current assets                         71,568              79,711
                                           ----------           ---------
    Total current assets                    3,886,151           3,460,545
                                           ----------           ---------
Property and Equipment
  Land and improvements                       535,000             535,000
  Buildings and improvements                1,379,590           1,379,590
  Machinery and equipment                   1,196,311           1,151,946
  Construction in progress                     17,795                   -
                                           ----------           ---------
                                            3,128,696           3,066,536

  Less-Accumulated depreciation               758,966             704,849
                                           ----------           ---------
                                            2,369,730           2,361,687

Other Assets                                    2,900               2,901
                                           ----------           ---------
Total assets                               $6,258,781          $5,825,133
                                           __________           _________

</TABLE>


<PAGE>
<TABLE>
                         CAS MEDICAL SYSTEMS, INC.

         BALANCE SHEETS AS OF MARCH 31, 1999 AND DECEMBER 31, 1998

<CAPTION>

                                                                          
                                        March 31, 1999     December 31, 1998
                                         (unaudited)           (audited)
<S>                                        <C>                   <C>
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
  Accounts payable                         $  195,155            $614,355
  Income taxes payable                        237,531             444,720
  Accrued payroll                              20,374             259,697
  Accrued professional fees                    28,580              90,500
  Accrued warranty                             20,000              20,000
  Other accrued expenses                       39,422              56,673
                                           ----------            --------
    Total current liabilities                 541,062           1,485,945
                                           ----------            --------
                
  Long-term Debt                            1,271,616                   -

Shareholders' Equity:          
  Common stock, $.004 par value per
   share, 19,000,000 shares authorized,
   9,346,777 shares issued and outstand-
   ing in 1999 and  9,329,277 shares
   issued and outstanding in 1998.             37,387              37,317
  Additional paid-in capital                2,703,369           2,697,364
  Retained earnings                         1,705,347           1,604,507
                                           ----------           ---------
  Total shareholders' equity                4,446,103           4,339,188
                                           ----------           ---------
Total liabilities and   
    shareholders' equity                  $ 6,258,781          $5,825,133
                                           __________           _________

<FN>
See Notes to Financial Statements
</TABLE>


<PAGE>
<TABLE>
                        CAS MEDICAL SYSTEMS, INC.

                           STATEMENTS OF INCOME

                        FOR THE THREE MONTHS ENDED

                         MARCH 31, 1999 AND 1998

<CAPTION>
                                          (Unaudited)   
                                       Three Months Ended
                                          March 31,  
                                       1999        1998      

<S>                                 <C>          <C>
REVENUES:                                           
  Net product sales                 $1,715,948   $1,677,450 
  Licensing fees                        80,645       77,525
                                     ---------    --------- 
                                     1,796,593    1,754,975 

OPERATING EXPENSES:
  Cost of product sales                774,300      665,863
  Selling, general and
    administrative                     733,540      687,673
  Research and development             127,674      119,355
                                     ---------    ---------
  Operating Income                     161,079      282,084
                                     ---------    --------- 
INTEREST (EXPENSE) INCOME, Net      (    1,239)      20,379
                                     ---------    ---------  
  Income Before Income Taxes           159,840      302,463 

PROVISION FOR INCOME TAXES              59,000      120,000
                                     ---------    ---------  
  Net Income                           100,840      182,463
                                     _________    _________  
Weighted average number of common
  shares outstanding:
  Basic                              9,335,888    9,329,277
                                     _________    _________
  Assuming dilution                  9,732,035    9,938,616
                                     _________    _________
Earnings per common share:
  Basic                             $      .01   $      .02
                                     _________    _________
  Assuming dilution                 $      .01   $      .02
                                     _________    _________

<FN>
See Notes To Financial Statements
</TABLE>


<PAGE>
<TABLE>
                        CAS MEDICAL SYSTEMS, INC.

                    STATEMENTS OF SHAREHOLDERS' EQUITY

            FOR THE THREE MONTHS ENDED MARCH 31, 1999 and 1998
<CAPTION>

                                           Additional
                      Common Stock          Paid-In      Accumulated
                    Shares    Amount        Capital       (Deficit)
<S>                 <C>       <C>         <C>          <C>       
Balance,                                                             
  December 31,
   1997 (Audited)   9,329,277 $37,317     $2,697,364   $   788,255 

Net income for
  three months              -       -              -       182,463
                    --------- -------     ----------   ------------
Balance                                                        
 March 31, 1998                                                 
 (Unaudited)        9,329,277 $37,317     $2,697,364   $   970,718
                    _________ _______     __________   ____________

<CAPTION>
                                           Additional    
                       Common Stock         Paid-In      Accumulated
                      Shares  Amount        Capital       (Deficit)
<S>                 <C>       <C>         <C>          <C>     
Balance,                                                         
  December 31,
   1998 (Audited)   9,329,277 $37,317     $2,697,364   $ 1,604,507 

Issuance of Common
  stock                17,500      70          6,005             -

Net income for                                                     
  three months              -       -              -       100,840

                    ---------  ------      ---------    ----------
Balance,          
 March 31, 1999   
 (Unaudited)        9,346,777 $37,387     $2,703,369   $ 1,705,347 
                    _________ _______      _________    __________ 

<FN>
See Notes to Financial Statements
</TABLE>


<PAGE>
<TABLE>
                         CAS MEDICAL SYSTEMS, INC.
                          STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED MARCH 31, 1999 AND 1998
                                (Unaudited)
<CAPTION>
                                            Three Months Ended March 31,    
                                                  1999           1998    
<S>                                            <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income                                   $100,840      $ 182,463
  Adjustments to reconcile net income
  to net cash (used in) provided by
  operating activities:    
    Depreciation and amortization                54,117         26,235
    Decrease in accounts receivable              67,481        134,691
    Decrease (Increase) in inventory             58,815       (135,718)
    Decrease (Increase) in other  
      current assets                              8,144       ( 39,906)
    (Decrease) in accounts payable   
      and accrued expenses                     (944,883)      (265,031)
                                              _________      _________
    Net cash (used in) provided by
     operating activities                      (655,486)      ( 97,266)
                                              _________      _________
CASH FLOWS FROM INVESTING ACTIVITIES:
  Property and equipment expenditures          ( 62,160)      ( 56,247)
                                              _________      _________
    Net cash used in investing activities      ( 62,160)      ( 56,247)
                                              _________      _________
CASH FLOWS FROM FINANCING ACTIVITIES:    
 
  Note payable                                1,271,616              -
  Proceeds from issuance of common stock          6,075              -
  Net cash used in financing                  _________      _________
    activities                                1,277,691              -
                                              _________      _________
  Net (decrease) increase in cash and
    cash equivalents                            560,045       (153,513)
                                              _________      _________
CASH AND CASH EQUIVALENTS, at beginning  
  of period                                   1,442,342      2,190,345
                                              _________      _________
CASH AND CASH EQUIVALENTS, at end of period  $2,002,387     $2,036,832
                                              _________      _________

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
  Cash paid during the period for interest   $   15,883       $      -
  Cash paid during the period for income                              
    taxes                                    $  258,900       $ 81,500
<FN>
See Notes to Financial Statements
</TABLE>


<PAGE>

                         CAS MEDICAL SYSTEMS, INC.
                       NOTES TO FINANCIAL STATEMENTS

(1)  The Company:

     CAS Medical Systems, Inc., the ("Company"), was organized in 1984
primarily to serve neonatal and pediatric units in hospitals.  Today, the
Company is engaged in the business of developing, manufacturing and
distributing diagnostic equipment and medical products for use in the health
care and medical industry.  These products are sold by the Company through its
own sales force via distributors and pursuant to Original Equipment
Manufacturer agreements internationally and in the United States.

(2)  Summary of Significant Accounting Policies:

     Cash and Cash Equivalents

     The Company considers all highly liquid investments with an original
maturity of three months or less to be cash equivalents.

     Inventory

     Inventory is stated at the lower of first-in, first-out (FIFO) cost or
market.  At March 31, 1999 and December 31, 1998, inventory  consisted of the
following:
                                    March 31,            December 31,
                                      1999                   1998   

     Raw Material                   $551,338               $622,501
     Work-In-Process                 121,333                 89,866
     Finished Goods                  216,807                235,926
                                    --------                -------

                                    $889,478               $948,293
                                    ________                _______
     Property and Equipment

     Property and equipment are stated at cost.  Property and equipment are
depreciated using the straight-line method based on the estimated useful lives
of the assets, which range from two to five years and the building which has a
life of 20 years.

     Net Income Per Common Share

     Net income per common share has been computed by dividing net income
available for common stock, by the weighted average number of common shares
outstanding.  Weighted average shares outstanding include the common
equivalent shares calculated for the stock options and warrants under the
treasury stock method.



<PAGE>
               Notes to Financial Statements - (Continued)

The following tables summarize the Company's calculation of Basic and
Diluted Earnings per Share ("EPS") for the three month periods ended March
31, 1998 and 1998:
<TABLE>
<CAPTION>
                                            Three Months Ended
                                              March 31, 1999           
                                     Income         Shares     Per Share
                                   (Numerator)  (Denominator)    Amount
                                   _____________________________________
<S>                                   <C>        <C>             <C>
Basic EPS
  Income available to common
    stockholders                      $100,840   9,335,888        $.01

Effective of Dilutive Securities:
  Options                                 -        108,126
  Warrants                                -        288,021
                                       _______   _________

Diluted EPS                           $100,840   9,732,035        $.01
                                       _______   _________         ___


                                            Three Months Ended
                                              March 31, 1998           
                                      Income        Shares     Per Share
                                    (Numerator) (Denominator)    Amount
                                    ____________________________________
Basic EPS
  Income available to common
    stockholders                      $182,463   9,329,277        $.02

Effective of Dilutive Securities:
  Options                                 -        171,735
  Warrants                                -        437,604
                                       _______   _________

Diluted EPS                           $182,463   9,938,616        $.02
                                       _______   _________         ___

</TABLE>

For the three month periods ended March 31, 1999 and 1998, 307,000 and
282,000 options and 445,000 and 245,000 warrants, respectively, were
excluded from the denominator in the calculation of Diluted EPS as the
effect would be antidilutive.



<PAGE>
             Notes to Financial Statements - (Continued)

(3)  Debt

At March 31, 1999, the Company had a line of credit with a Connecticut
bank totaling $1,000,000.  Borrowings under the line of credit bear
interest at the prime rate plus 1.0%.  At March 31, 1999, there were no
borrowings outstanding under this line.  The bank has a first security
interest in all assets of the Company and requires a compensating
balance equal to 10% of the line of credit.

(4) License Agreement:

On July 27, 1994, the Company entered into a four year licensing
agreement with a major European manufacturer of patient monitors,
granting a non-exclusive license to use the Company's blood pressure
technology for a special application, and allowing the exchange of
technical know-how.  During February 1997, the Company amended the
original licensing agreement through the year 2000.  As part of the
agreement, the Company will receive license fees of $1,500,000 plus
royalties, of which $1,100,000 in license fees has been received
through March 31, 1999.  The manufacturer has the option to extend the
license to the year 2006 and only be liable for royalties.  License
fees are being recognized on a straight line basis over the contract
period. 

(5) Long-Term Debt

During November 1998, the Company relocated to a 24,000 square foot
office, laboratory and manufacturing facility owned by the Company in
Branford, Connecticut.  Total cost of this new facility was
approximately $1,933,000.  The Company is the sole tenant of this new
facility.

During January 1999, the Company obtained a nineteen year, 7.25% fixed
rate $1,310,000 mortgage from a local bank.  The mortgage is secured by
a first mortgage lien on the Company property consisting of 4.6 acres
of land and the 24,000 square foot industrial building.  The monthly
payments, including interest, are approximately $11,000.

ITEM 2  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS                                  

    Liquidity and Capital Resources

    As of March 31, 1999, the Company's cash and cash equivalents
totaled $2,002,387 compared to $1,442,342 at December 31, 1998, and the
Company's working capital totaled $3,345,089 on March 31, 1999,
compared to $1,974,600 on December 31, 1998.  The Company's increased
cash position is primarily due to the $1,310,000 mortgage obtained
during January, 1999.


<PAGE>
                Notes to Financial Statements - (Continued)

     At March 31, 1999, the Company had a line of credit with a Connecticut
bank totaling $1,000,000.  Borrowings under the line of credit bears interest
at the prime rate plus 1.0%.  At March 31, 1999, there were no borrowings
outstanding under this line.

    The Company believes that cash generated from operations and its bank
line of credit will be sufficient to meet the Company's short-term liquidity
needs.

    Results of Operations

    Net income for the first quarter of the current year was approximately
$101,000 ($.01 per common share on a diluted basis), compared to $182,000 
($.02 per common share on a diluted basis), reported for the first quarter of
1998.  The 1999 earnings performance was impacted by softness in sales of
certain of the Company's product lines and the increased expenses by
additional personnel in the selling department.

    The Company's revenues for the three month period ended March 31, 1999
were approximately $1,797,000 as compared to approximately $1,755,000 for the
comparable period in the prior year.  The small increase in 1999 is due
primarily by softness in sales of certain disposable products whereas
diagnostic equipment reflected a significant increase of 54 percent for the
same period of 1998.

    Total cost of product sales as a percent of net product sales was 45.1
percent for 1999 compared to 39.7 percent for 1998.  The unfavorable impact is
due primarily to product mix during the first quarter of 1999.

     Selling, general administrative, research and development expenses were
approximately $861,000 for the first quarter of 1999, compared to
approximately $807,000 for the same period of 1998, an increase of $54,000 or
7 percent.  The overall increase in 1999 is the result of additional personnel
for the selling and marketing departments.

     The provision for income taxes of $59,000 and $120,000 for the three
month period ended March 31, 1999 and 1998, respectively, represents state and
federal income taxes.

     These factors resulted in net income of approximately $101,000 for the
first quarter of 1999, as compared to net income of approximately $182,000 for
the comparable period in the prior year.


<PAGE>


                                  PART II

ITEM 3  EXHIBITS AND REPORTS

     (A)  Exhibits

          11.  See Notes to Financial Statements Note 2, regarding
               computation of earnings per Share.

     (B)  Reports on Form 8-K
            None








                                 SIGNATURES

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


                             CAS MEDICAL SYSTEMS, INC.             
                             (Registrant)             



May 11, 1999                 Louis P. Scheps
Date                         Louis P. Scheps
                             President and Chief Executive Officer
                             and Chief Financial Officer