UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q


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


                For the quarterly period ended February 27, 1999
                                               -----------------


                         Commission file number 1-11479
                                                -------


                                  E-Z-EM, Inc.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                  Delaware                          11-1999504     
       -------------------------------          -------------------
       (State or other jurisdiction of           (I.R.S. Employer
        incorporation or organization)          Identification No.)


            717 Main Street, Westbury, New York            11590  
         ----------------------------------------       ----------
         (Address of principal executive offices)       (Zip Code)


                                 (516) 333-8230
               --------------------------------------------------
               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 _____


On April 9, 1999, there were 4,035,346 shares of the registrant's Class A Common
Stock outstanding and 6,058,977 shares of the registrant's  Class B Common Stock
outstanding.









                                  Page 1 of 19
                            Exhibit Index on Page 18


<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                                      INDEX


Part I:  Financial Information                                            Page
-------  ---------------------                                            ----


     Item 1.  Financial Statements


          Consolidated Balance Sheets - February 27, 1999 and
              May 30, 1998                                                3 - 4


          Consolidated Statements of Operations - thirteen and
              thirty-nine weeks ended February 27, 1999 and
              February 28, 1998                                             5


          Consolidated Statement of Stockholders' Equity -
              thirty-nine weeks ended February 27, 1999                     6


          Consolidated Statements of Cash Flows - thirty-nine weeks
              ended February 27, 1999 and February 28, 1998               7 - 8


          Notes to Consolidated Financial Statements                      9 - 11


     Item 2.  Management's Discussion and Analysis of Financial
                     Condition and Results of Operations                 12 - 17


Part II:  Other Information
--------  -----------------


     Item 6.  Exhibits and Reports on Form 8-K                             18


                                       -2-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                           CONSOLIDATED BALANCE SHEETS
                                 (in thousands)


                                                          February 27,   May 30,
              ASSETS                                          1999        1998 
                                                             ------      ------
                                                          (unaudited)  (audited)

CURRENT ASSETS
     Cash and cash equivalents                              $ 5,153      $ 4,654
     Certificates of deposit with maturities
         of three to twelve months                              802
     Debt and equity securities                               5,123        3,475
     Accounts receivable, principally
         trade, net                                          21,051       21,348
     Inventories                                             27,858       26,764
     Other current assets                                     3,441        2,499
                                                             ------       ------

              Total current assets                           63,428       58,740

INVESTMENT IN AFFILIATE                                         921        1,121

PROPERTY, PLANT AND EQUIPMENT - AT COST,
     less accumulated depreciation and
     amortization                                            21,392       21,917

COST IN EXCESS OF FAIR VALUE OF NET ASSETS
     ACQUIRED, less accumulated amortization                    419          446

INTANGIBLE ASSETS, less accumulated
     amortization                                             2,381        2,546

DEBT AND EQUITY SECURITIES                                    2,408        2,057

OTHER ASSETS                                                  3,853        3,879
                                                             ------       ------

                                                            $94,802      $90,706
                                                             ======       ======






The accompanying notes are an integral part of these financial statements.

                                       -3-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                           CONSOLIDATED BALANCE SHEETS
                 (in thousands, except share and per share data)


                                                          February 27,  May 30,
    LIABILITIES AND STOCKHOLDERS' EQUITY                      1999       1998 
                                                             ------     ------
                                                          (unaudited)  (audited)

CURRENT LIABILITIES
     Notes payable                                          $ 2,069     $ 3,041
     Current maturities of long-term debt                       234         287
     Accounts payable                                         7,182       6,265
     Accrued liabilities                                      7,445       6,958
     Accrued income taxes                                       711         592
                                                             ------      ------

              Total current liabilities                      17,641      17,143

LONG-TERM DEBT, less current maturities                         558         606

OTHER NONCURRENT LIABILITIES                                  1,888       1,734

COMMITMENTS AND CONTINGENCIES

                                                             ------      ------
              Total liabilities                              20,087      19,483
                                                             ------      ------

STOCKHOLDERS' EQUITY
     Preferred stock, par value $.10 per
         share - authorized, 1,000,000 shares;
         issued, none                                           -           -
     Common stock
         Class A (voting), par value $.10 per
              share - authorized, 6,000,000 shares;
              issued and outstanding 4,035,346 shares
              at February 27, 1999 and May 30, 1998             403         403
         Class B (nonvoting), par value $.10 per
              share -  authorized, 10,000,000 shares;
              issued and outstanding  6,063,377 shares
              at February 27, 1999 and 5,999,073 shares
              at May 30, 1998                                   607         600
     Additional paid-in capital                              21,954      21,643
     Retained earnings                                       53,047      49,090
     Accumulated other comprehensive loss                    (1,296)       (513)
                                                             ------      ------

              Total stockholders' equity                     74,715      71,223
                                                             ------      ------

                                                            $94,802     $90,706
                                                             ======      ======



The accompanying notes are an integral part of these financial statements.

                                       -4-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (unaudited)
                      (in thousands, except per share data)

<TABLE>
<CAPTION>
                                          Thirteen weeks ended               Thirty-nine weeks ended 
                                     ------------------------------       ------------------------------
                                     February 27,      February 28,       February 27,      February 28,
                                        1999               1998               1999               1998 
                                       ------             ------             ------             ------
<S>                                   <C>                <C>                <C>                <C>    
Net sales                              $26,618            $24,385            $78,791            $74,809

Cost of goods sold                      15,426             16,146             45,392             48,114
                                        ------             ------             ------             ------

      Gross profit                      11,192              8,239             33,399             26,695
                                        ------             ------             ------             ------

Operating expenses
  Selling and administrative             8,214              8,379             24,291             24,923
  Research and development               1,335              1,410              3,566              4,491
  Impairment of long-lived
    assets                                                  4,121                                 4,121 
                                         -----             ------             ------             ------

    Total operating expenses             9,549             13,910             27,857             33,535
                                         -----             ------             ------             ------

      Operating profit (loss)            1,643             (5,671)             5,542             (6,840)

Other income (expense)
  Interest income                          128                248                385                577
  Interest expense                         (66)              (206)              (189)              (572)
  Equity in losses of affiliate            (62)               (70)              (200)              (150)
  Other, net                                26               (179)               408               (235)
                                         -----              -----              -----              -----

      Earnings (loss) before
        income taxes                     1,669             (5,878)             5,946             (7,220)

Income tax provision (benefit)             710                (59)             1,989               (154)
                                         -----              -----              -----              -----

      NET EARNINGS (LOSS)              $   959            $(5,819)           $ 3,957            $(7,066)
                                         =====              =====              =====              =====
                                                                                               
Earnings (loss) per common share                                                               
  Basic                                $   .10            $  (.58)           $   .39            $  (.71)
                                         =====              =====              =====              =====
                                                                                               
  Diluted                              $   .09            $  (.58)           $   .38            $  (.71)
                                         =====              =====              =====              =====
                                                                                              
Weighted average common shares
  Basic                                 10,094              9,949             10,085              9,934
                                        ======              =====             ======              =====

  Diluted                               10,321              9,949             10,338              9,934
                                        ======              =====             ======              =====
</TABLE>







The accompanying notes are an integral part of these financial statements.

                                       -5-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                    Thirty-nine weeks ended February 27, 1999
                                   (unaudited)
                        (in thousands, except share data)

<TABLE>
<CAPTION>
                                       Class A                 Class B                               Accumulated
                                     common stock            common stock     Additional                other               Compre-
                                  ------------------     -------------------   paid-in    Retained  comprehensive           hensive
                                   Shares     Amount      Shares      Amount   capital    earnings      loss       Total     income 
                                   ------     ------      ------      ------   -------    --------  -------------  -----     ------ 
<S>                               <C>          <C>       <C>           <C>     <C>        <C>         <C>         <C>        <C>
Balance at May 30, 1998           4,035,346    $403      5,999,073     $600    $21,643    $49,090     $ (513)     $71,223

Exercise of stock options                                   57,704        6        238                                244
Income tax benefits on
  stock options exercised                                                           34                                 34
Compensation related to
  stock option plans                                                                 4                                  4
Issuance of stock                                            6,600        1         35                                 36
Net earnings                                                                                3,957                   3,957    $3,957
Unrealized holding gain on debt
  and equity securities                                                                                  248          248       248
Foreign currency translation
  adjustments                                                                                         (1,031)      (1,031)   (1,031)
                                  ---------     ---      ---------      ---     ------     ------      -----       ------     -----

Comprehensive income                                                                                                         $3,174
                                                                                                                              =====

Balance at February 27, 1999      4,035,346    $403      6,063,377     $607    $21,954    $53,047    $(1,296)     $74,715
                                  =========     ===      =========      ===     ======     ======      =====       ======
</TABLE>






The accompanying notes are an integral part of this financial statement.

                                       -6-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (unaudited)
                                 (in thousands)


                                                      Thirty-nine weeks ended 
                                                    ---------------------------
                                                    February 27,   February 28,
                                                        1999          1998 
                                                       ------        ------

Cash flows from operating activities:
  Net earnings (loss)                                 $ 3,957       $(7,066)
  Adjustments to reconcile net earnings
    (loss) to net cash provided by (used
    in) operating activities
      Depreciation and amortization                     2,175         2,533
      Impairment of long-lived assets                                 4,121
      Provision for doubtful accounts                     182           202
      Equity in losses of affiliate                       200           150
      Deferred income tax provision                        25            14
      Other non-cash items                                 33             5
      Changes in operating assets and
        liabilities
          Accounts receivable                             115        (1,452)
          Inventories                                  (1,094)         (408)
          Other current assets                           (942)          685
          Other assets                                    (92)          126
          Accounts payable                                917           530
          Accrued liabilities                             487             6
          Accrued income taxes                             94            70
          Other noncurrent liabilities                    111           (53)
                                                       ------        ------

            Net cash provided by (used in)
              operating activities                      6,168          (537)
                                                       ------        ------

Cash flows from investing activities:
  Additions to property, plant and
    equipment, net                                     (1,628)         (858)
  Investment in affiliate                                            (1,340)
  Available-for-sale securities
    Purchases                                         (18,643)       (8,840)
    Proceeds from sale                                 16,995        16,408
  Increase in certificates of deposit                    (802)
                                                       ------        ------

      Net cash (used in) provided by investing
        activities                                     (4,078)        5,370
                                                       ------        ------

Cash flows from financing activities:
  Repayments of debt                                   (1,252)       (7,380)
  Proceeds from issuance of debt                                      3,436
  Proceeds from exercise of stock options,
    including related income tax benefits                 278           222
  Proceeds from issuance of stock in connection
    with the stock purchase plan                            7             5
                                                       ------        ------

      Net cash used in financing activities              (967)       (3,717)
                                                       ------        ------





                                       -7-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                CONSOLIDATED STATEMENTS OF CASH FLOWS (continued)
                                   (unaudited)
                                 (in thousands)

                                                        Thirty-nine weeks ended 
                                                     ---------------------------
                                                     February 27,   February 28,
                                                         1999          1998 
                                                        ------        ------
Effect of exchange rate changes on
  cash and cash equivalents                             $ (624)      $  (714)
                                                         -----          ----
                                                                    
      INCREASE IN CASH AND CASH EQUIVALENTS                499           402
                                                                    
Cash and cash equivalents                                           
  Beginning of period                                    4,654         4,484
                                                         -----         -----
                                                                    
  End of period                                         $5,153       $ 4,886
                                                         =====         =====
                                                                    
Supplemental disclosures of cash flow information:                  
    Cash paid (refunded) during the period for:                     
      Interest                                          $  117       $   580
                                                         =====         =====
                                                                    
      Income taxes (net of refunds of $4 and                        
        $1,314 in 1999 and 1998, respectively           $1,827       $(1,031)
                                                         =====         =====


The accompanying notes are an integral part of these financial statements.

                                       -8-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                     February 27, 1999 and February 28, 1998
                                   (unaudited)


NOTE A - CONSOLIDATED FINANCIAL STATEMENTS

     The consolidated  balance sheet as of February 27, 1999,  the  consolidated
         statement of  stockholders'  equity for the period  ended  February 27,
         1999, and the consolidated  statements of operations and cash flows for
         the periods  ended  February 27, 1999 and February 28, 1998,  have been
         prepared by the Company  without  audit.  In the opinion of management,
         all  adjustments  (which include only normally  recurring  adjustments)
         necessary  to  present  fairly  the  financial  position,   changes  in
         stockholders' equity,  results of operations and cash flows at February
         27, 1999 (and for all periods presented) have been made.

     Certain  information  and  footnote   disclosures,   normally  included  in
         financial  statements  prepared in accordance  with generally  accepted
         accounting principles,  have been condensed or omitted. It is suggested
         that these  consolidated  financial  statements be read in  conjunction
         with the financial  statements and notes thereto included in the fiscal
         1998  Annual  Report on Form 10-K  filed by the  Company  on August 28,
         1998. The results of operations for the periods ended February 27, 1999
         and February 28, 1998 are not  necessarily  indicative of the operating
         results for the respective full years.

     The consolidated  financial statements include the accounts of E-Z-EM, Inc.
         and  all  100%-owned  subsidiaries  (the  "Company").  All  significant
         intercompany  balances  and  transactions  have  been  eliminated.  The
         Company's  approximate 23% interest in an affiliate is accounted for by
         the equity method. Pursuant to this method, such investment is recorded
         at cost and adjusted by the Company's share of  undistributed  earnings
         (or losses).


NOTE B - INVENTORIES

     Inventories consist of the following:

                                                 February 27,       May 30,
                                                    1999             1998 
                                                   ------           ------
                                                        (in thousands)
     
         Finished goods                            $13,071          $13,846
         Work in process                             2,114            1,474
         Raw materials                              12,673           11,444
                                                    ------           ------

                                                   $27,858          $26,764
                                                    ======           ======


NOTE C - EARNINGS PER COMMON SHARE

     Basic earnings per share are based on the weighted average number of common
         shares  outstanding  without  consideration  of potential common stock.
         Diluted  earnings per share are based on the weighted average number of
         common and potential common shares  outstanding.  The calculation takes
         into  account  the shares  that may be issued  upon  exercise  of stock
         options,  reduced by the shares that may be repurchased  with the funds
         received  from the  exercise,  based on the  average  price  during the
         period. Potential common shares were


                                       -9-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

                     February 27, 1999 and February 28, 1998
                                   (unaudited)


NOTE C - EARNINGS PER COMMON SHARE (continued)

         excluded from the diluted  calculation for the thirteen and thirty-nine
         weeks ended February 28, 1998, as their effects were anti-dilutive.

     The following table sets forth the  reconciliation  of the weighted average
         number of common shares:

<TABLE>
<CAPTION>
                                   Thirteen weeks ended           Thirty-nine weeks ended 
                               -----------------------------   -----------------------------
                               February 27,     February 28,   February 27,     February 28,
                                   1999            1998           1999              1998 
                                  ------          ------         ------            ------
                                                     (in thousands)
<S>                               <C>              <C>            <C>              <C>  
        Basic                     10,094           9,949          10,085           9,934
        Effect of dilutive
          securities (stock
          options)                   227                             253
                                  ------           -----          ------           -----
    
        Diluted                   10,321           9,949          10,338           9,934
                                  ======           =====          ======           =====
</TABLE>


NOTE D - COMMON STOCK

     Under the 1983 and 1984 Stock Option Plans, options for 32,727 shares  were
         granted at prices  ranging  from $5.63 to $6.00 per share,  options for
         57,704  shares  were  exercised  at $4.22 per share,  options for 1,229
         shares were forfeited at $5.39 per share, and no options expired during
         the  thirty-nine   weeks  ended  February  27,  1999.  Under  the  1997
         AngioDynamics Stock Option Plan, options for 1.59 shares were forfeited
         at $40,000 per share, and no options were granted, exercised or expired
         during the thirty-nine weeks ended February 27, 1999.

     Under the Employee  Stock  Purchase  Plan,  1,600 shares were  purchased at
         prices  ranging  from $4.36 to $5.10 per share  during the  thirty-nine
         weeks ended February 27, 1999.  Total proceeds  received by the Company
         approximated $7,000.


NOTE E - COMPREHENSIVE INCOME

     During the first quarter of fiscal 1999, the Company  adopted SFAS No. 130,
         "Reporting  Comprehensive  Income." SFAS No. 130  establishes new rules
         for  the  reporting  and  display  of  comprehensive   income  and  its
         components;  however, the adoption of SFAS No. 130 had no impact on the
         Company's net earnings or stockholders'  equity.  SFAS No. 130 requires
         unrealized  holding  gains  or  losses  on debt and  equity  securities
         available for sale and cumulative translation adjustments,  which prior
         to adoption were reported  separately in  stockholders'  equity,  to be
         included in accumulated other comprehensive  income (loss).  Prior year
         financial   statements  have  been   reclassified  to  conform  to  the
         requirements of SFAS No. 130.



                                      -10-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

                     February 27, 1999 and February 28, 1998
                                   (unaudited)


NOTE E - COMPREHENSIVE INCOME (continued)

     The components of comprehensive income, net of related tax, are as follows:

                                                     Thirty-nine weeks ended 
                                                   ---------------------------
                                                   February 27,   February 28,
                                                       1999          1998 
                                                      ------        ------
                                                          (in thousands)

         Net earnings (loss)                          $3,957       $(7,066)
         Unrealized holding gain (loss) on
           debt and equity securities                    248           (29)
         Foreign currency translation
           adjustments                                (1,031)         (491)
                                                       -----         -----
    
             Comprehensive income (loss)              $3,174       $(7,586)
                                                       =====         =====


     The components of accumulated other comprehensive loss, net of related tax,
         are as follows:

                                                   February 27,     May 30,
                                                       1999          1998 
                                                      ------        ------
                                                         (in thousands)

         Unrealized holding gain on debt
           and equity securities                     $ 1,592       $ 1,344
         Cumulative translation adjustments           (2,888)       (1,857)
                                                       -----         -----
    
             Accumulated other comprehensive loss    $(1,296)      $  (513)
                                                       =====         =====
    

NOTE F - NEW PRONOUNCEMENT NOT YET ADOPTED

     In June 1997, the Financial Accounting Standards Board issued SFAS No. 131,
         "Disclosures about Segments of an Enterprise and Related  Information,"
         which is effective the fourth  quarter of the Company's  current fiscal
         year. The statement redefines how operating segments are determined and
         requires  disclosure of certain  financial and descriptive  information
         about a company's operating segments. The Company does not believe that
         the  provisions of SFAS No. 131 will have a  significant  impact on its
         segment reporting and disclosures.


NOTE G - RECLASSIFICATIONS

     Certain  reclassifications  have been made to the prior  period  amounts to
         conform to the current period presentation.




                                      -11-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

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


Quarters ended February 27, 1999 and February 28, 1998
------------------------------------------------------

     The Company's  quarters  ended February 27, 1999 and February 28, 1998 both
represent thirteen weeks.

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

     Segment Overview
     ----------------

     The Company  operates in two  industry  segments:  Diagnostic  products and
AngioDynamics  products.  The Diagnostic products industry segment includes both
contrast systems and non-contrast  systems. The AngioDynamics  products industry
segment includes angiography,  therapeutic and stent/angioplasty medical devices
used in the interventional medical marketplace.

<TABLE>
<CAPTION>
                                  Diagnostic    AngioDynamics   Eliminations    Total
                                  ----------    -------------   ------------    -----
                                                         (in thousands)
<S>                                  <C>            <C>            <C>         <C>
Quarter ended February 27, 1999
-------------------------------
 Unaffiliated customer sales        $22,077         $4,541            -        $26,618
 Intersegment sales                       9            129         ($138)          -
 Gross profit (loss)                  9,117          2,078            (3)       11,192
 Operating profit (loss)              2,059           (416)           -          1,643
                                                
Quarter ended February 28, 1998                 
-------------------------------                 
 Unaffiliated customer sales        $19,878         $4,507            -        $24,385
 Intersegment sales                     -               82          ($82)          -
 Gross profit (loss)                  6,488          1,761           (10)        8,239
 Operating loss                        (406)        (5,255)          (10)       (5,671)
</TABLE>                                       

     Diagnostic Products
     -------------------

     Diagnostic  segment  operating  results for the current quarter improved by
$2,465,000 due primarily to increased sales and improved gross profit. Net sales
increased 11%, or $2,199,000, due to increased demand for sales of both contrast
systems and non-contrast systems. Price increases accounted for approximately 1%
of net sales in the current  quarter.  Gross profit expressed as a percentage of
net sales  improved  to 41% during the  current  quarter,  versus 33% during the
comparable  quarter of the prior year due  primarily  to lower  material  costs,
reduced unabsorbed overhead costs and sales price increases.

     AngioDynamics Products
     ----------------------

     AngioDynamics segment operating results for the current quarter improved by
$4,839,000,  of which  $4,121,000  resulted  from the recording of an impairment
charge,  of certain  long-lived  assets,  in the comparable period of last year.
Excluding the effect of the impairment charge,  AngioDynamics  operating results
improved by  $718,000  due to a 1% sales  increase,  improved  gross  profit and
reduced operating expenses.  Gross profit expressed as a percentage of net sales
improved  to 45% during the  current  quarter  versus 38% during the  comparable
quarter of the prior year due primarily to increased manufacturing  efficiencies
at the Queensbury, New York facility and increased production throughput at both
the  Queensbury  and Irish  facilities.  Decreased  operating  expenses,  before
impairment charge, of $401,000 can be attributed to the consolidation of

                                      -12-

<PAGE>



operations,  resulting  from the  closing  of its Leocor  facility  in the third
quarter  of  last  fiscal  year,  coupled  with  reduced  amortization  expense,
resulting from the impairment charge.

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

     For the quarter ended February 27, 1999, the Company  reported net earnings
of  $959,000,  or $.10 and $.09 per common  share on a basic and diluted  basis,
respectively,  as  compared  to a net loss of  $5,819,000,  or ($.58) per common
share on both a basic and diluted basis, for the comparable period of last year.
Results for the comparable  period of last year were  adversely  affected by the
AngioDynamics  impairment charge of $4,121,000,  or $.41 per share.  Results for
the current quarter were favorably affected by increased sales in the Diagnostic
segment,  improved  gross  profit  in  both  industry  segments,  and  decreased
operating expenses, before impairment charge, in the AngioDynamics segment.

     Net  sales  for the  quarter  ended  February  27,  1999  increased  9%, or
$2,233,000,  as compared to the quarter ended February 28, 1998 due to increased
sales of contrast  systems of $1,720,000,  non-contrast  systems of $479,000 and
AngioDynamics  products of $34,000.  Price increases accounted for approximately
1% of net sales in the  current  quarter.  Net sales in  international  markets,
including  direct  exports  from the U.S.,  increased  3%, or  $240,000,  in the
current quarter versus the comparable period of last year due to increased sales
of  contrast  systems  of  $577,000,  partially  offset  by  decreased  sales of
non-contrast systems of $254,000 and AngioDynamics products of $83,000.

     Gross profit expressed as a percentage of net sales increased to 42% during
the current  quarter versus 34% during the comparable  quarter of the prior year
due to increased gross profit in both industry segments. The improved Diagnostic
gross  profit was due  primarily to lower  material  costs,  reduced  unabsorbed
overhead  costs and sales price  increases.  The  improved  AngioDynamics  gross
profit  was  due  primarily  to  increased  manufacturing  efficiencies  at  the
Queensbury facility and increased  production  throughput at both the Queensbury
and Irish facilities.

     Selling and  administrative  ("S&A")  expenses were  $8,214,000  during the
quarter  ended  February  27, 1999 versus  $8,379,000  during the quarter  ended
February 28, 1998.  This decline of $165,000,  or 2%, in the current quarter was
due to decreased  AngioDynamics  S&A  expenses,  which can be  attributed to the
closing of its Leocor facility in the third quarter of last fiscal year, coupled
with reduced amortization expense, resulting from the impairment charge recorded
in the third quarter of last fiscal year.

     Research and development ("R&D")  expenditures  decreased 5% in the current
quarter to $1,335,000,  or 5% of net sales, from $1,410,000, or 6% of net sales,
in the comparable  quarter of the prior year.  This decline was due primarily to
decreases in  AngioDynamics  project  spending.  Of the R&D  expenditures in the
current  quarter,   approximately  47%  relate  to  contrast  systems,   35%  to
AngioDynamics  projects, 2% to immunological  projects, 5% to other projects and
11% to general  regulatory  costs.  R&D expenditures are expected to continue at
approximately current levels.

     Other  income,  net of other  expenses,  totaled  $26,000  of income in the
current  quarter  versus  $207,000 of expense in the  comparable  period of last
year. This improvement was due to improved  foreign currency  exchange gains and
losses.

     For the quarter ended February 27, 1999,  the Company's  effective tax rate
of 43% differed from the Federal  statutory tax rate of 34% due primarily to the
fact that the Company did not provide for the tax benefit on losses  incurred in
certain jurisdictions, since, it is more likely than not that such benefits will
not be realized,  partially  offset by earnings of the Puerto Rican  subsidiary,
which are subject to favorable U.S. tax treatment. The Company's unusually low

                                      -13-

<PAGE>



effective  tax benefit  rate of 1% during the quarter  ended  February  28, 1998
differed  from the Federal  statutory  tax rate of 34% due primarily to the fact
that the Company did not  provide for the tax benefit on losses  (including  the
impairment  charge) incurred in certain  jurisdictions,  since, at that time, it
was more  likely  than not that  such  benefits  would not be  realized.  Losses
incurred in a foreign  jurisdiction  subject to lower tax rates also contributed
to the unusually low effective tax benefit rate.

Thirty-nine weeks ended February 27, 1999 and February 28, 1998
---------------------------------------------------------------

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

     Segment Overview
     ----------------

<TABLE>
<CAPTION>
                                             Diagnostic    AngioDynamics   Eliminations      Total
                                             ----------    -------------   ------------      -----
                                                                  (in thousands)
<S>                                            <C>            <C>              <C>          <C>
                                                                                           
Thirty-nine weeks ended February 27, 1999 
----------------------------------------- 
 Unaffiliated customer sales                   $63,647        $15,144            -          $78,791
 Intersegment sales                                 35            383         ($418)            -
 Gross profit (loss)                            26,127          7,293           (21)         33,399
 Operating profit (loss)                         5,697           (152)           (3)          5,542
                                                                                           
Thirty-nine weeks ended February 28, 1998                                                  
-----------------------------------------
 Unaffiliated customer sales                   $61,080        $13,729            -          $74,809
 Intersegment sales                                 59            363         ($422)            -
 Gross profit (loss)                            21,918          4,801           (24)         26,695
 Operating profit (loss)                           669         (7,485)          (24)         (6,840)
</TABLE>

     Diagnostic Products
     -------------------

     Diagnostic  segment  operating  results for the current period  improved by
$5,028,000 due to increased sales,  improved gross profit and reduced  operating
expenses.  Net sales  increased 4%, or $2,567,000,  due to increased  demand for
sales of both contrast  systems and  non-contrast  systems.  Price increases had
little effect on net sales in the current  period.  Gross profit  expressed as a
percentage of net sales  improved to 41% during the current  period,  versus 36%
during  the  comparable  period  of the  prior  year due  primarily  to  reduced
unabsorbed  overhead  costs.  Decreased  operating  expenses of $819,000  can be
attributed  to a decline in R&D  expenditures  of $685,000 and  severance  costs
incurred in the comparable period of the prior year.

     AngioDynamics Products
     ----------------------

     AngioDynamics  segment operating results for the current period improved by
$7,333,000,  of which  $4,121,000  resulted  from the recording of an impairment
charge,  of certain  long-lived  assets,  in the comparable period of last year.
Excluding the effect of the impairment charge,  AngioDynamics  operating results
improved by $3,212,000 due to increased sales, improved gross profit and reduced
operating expenses. Net sales increased 10%, or $1,415,000, due to the continued
domestic  market  penetration  of  angiography  products.   International  sales
declined 6% as a result of suspending product shipments to distributors affected
by the recent Brazilian economic crisis.  Gross profit expressed as a percentage
of net sales  improved  to 47% during the current  period  versus 34% during the
comparable  period of the prior year due  primarily to  increased  manufacturing
efficiencies at the Queensbury facility, increased production throughput at both
the Queensbury and Irish facilities, the consolidation of operations,  resulting
from the closing of its Leocor facility in the third quarter of last fiscal year
and decreased provision for inventory reserves of $243,000.  Decreased operating
expenses, before impairment charge, of $720,000 can be attributed to the closing

                                      -14-

<PAGE>



of its Leocor facility,  coupled with reduced  amortization  expense,  resulting
from the impairment charge.

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

     For the thirty-nine weeks ended February 27, 1999, the Company reported net
earnings of $3,957,000, or $.39 and $.38 per common share on a basic and diluted
basis,  respectively,  as  compared to a net loss of  $7,066,000,  or ($.71) per
common share on both a basic and diluted  basis,  for the  comparable  period of
last  year.  Results  for the  comparable  period of last  year  were  adversely
affected  by the  AngioDynamics  impairment  charge of  $4,121,000,  or $.41 per
share.  Results for the  current  period were  favorably  affected by  increased
sales, improved gross profit and decreased operating expenses, before impairment
charge, in both industry segments.

     Net sales for the  thirty-nine  weeks ended February 27, 1999 increased 5%,
or $3,982,000,  as compared to the thirty-nine weeks ended February 28, 1998 due
to increased sales of contrast systems of $1,423,000,  AngioDynamics products of
$1,415,000 and  non-contrast  systems of $1,144,000.  Price increases had little
effect on net sales in the current period.  Net sales in international  markets,
including  direct  exports  from the U.S.,  decreased  1%, or  $215,000,  in the
current period versus the comparable period of last year due to foreign currency
exchange rate fluctuations  which adversely affected the translation of Canadian
and Japanese sales to U.S. dollars for financial reporting purposes.

     Gross profit expressed as a percentage of net sales increased to 42% during
the current period versus 36% during the  comparable  period of last year due to
increased gross profit in both industry segments.  The improved Diagnostic gross
profit is due  primarily  to reduced  unabsorbed  overhead  costs.  The improved
AngioDynamics   gross  profit  is  due  primarily  to  increased   manufacturing
efficiencies at the Queensbury facility, increased production throughput at both
the Queensbury and Irish facilities, the consolidation of operations,  resulting
from the  closing of its Leocor  facility  in the third  quarter of last  fiscal
year, and decreased provision for inventory reserves of $243,000.

     S&A expenses were $24,291,000  during the thirty-nine  weeks ended February
27, 1999 versus  $24,923,000  during the  thirty-nine  weeks ended  February 28,
1998.  This  decline  of  $632,000,  or 3%,  in the  current  period  was due to
decreased  AngioDynamics  S&A expenses of $499,000 and decreased  Diagnostic S&A
expenses of $133,000.  Decreased AngioDynamics S&A expenses can be attributed to
the  closing of its Leocor  facility in the third  quarter of last fiscal  year,
coupled with reduced amortization expense,  resulting from the impairment charge
recorded in the third  quarter of last fiscal  year.  Decreased  Diagnostic  S&A
expenses  resulted from severance costs incurred in the comparable period of the
prior year.

     R&D expenditures  decreased 21% in the current period to $3,566,000,  or 5%
of net sales, from $4,491,000,  or 6% of net sales, in the comparable prior year
period.  This decline was due primarily to decreases in expenses associated with
Diagnostic  product  validations  and  clinical  trials of  $396,000,  corporate
projects  of  $321,000,  and  AngioDynamics  projects  of  $240,000.  Of the R&D
expenditures  in the  current  period,  approximately  45%  relate  to  contrast
systems,  34% to AngioDynamics  projects,  3% to immunological  projects,  6% to
other projects and 12% to general regulatory costs.

     Other  income,  net of other  expenses,  totaled  $404,000 of income in the
current period versus $380,000 of expense in the comparable period of last year.
This improvement was due primarily to improved  foreign currency  exchange gains
and losses of  $678,000  and  decreased  interest  expense,  resulting  from the
repayment of AngioDynamics debt.

     For the thirty-nine weeks ended February 27, 1999, the Company's effective

                                      -15-

<PAGE>



tax  rate  of 33%  differed  from  the  Federal  statutory  tax  rate of 34% due
primarily to the utilization of previously  unrecorded tax credit  carryforwards
and earnings of the Puerto Rican subsidiary, which are subject to favorable U.S.
tax treatment, partially offset by the fact that the Company did not provide for
the tax benefit on losses incurred in certain  jurisdictions,  since, it is more
likely than not that such  benefits  will not be  realized,  and  non-deductible
expenses.  The  Company's  unusually low effective tax benefit rate of 2% during
the  thirty-nine  weeks  ended  February  28,  1998  differed  from the  Federal
statutory  tax rate of 34% due  primarily  to the fact that the  Company did not
provide for the tax benefit on losses (including the impairment charge) incurred
in certain jurisdictions,  since, at that time, it was more likely than not that
such benefits would not be realized.  Losses incurred in a foreign  jurisdiction
subject to lower tax rates also  contributed  to the unusually low effective tax
benefit rate.

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

     During the thirty-nine weeks ended February 27, 1999, capital  expenditures
and debt  repayments were funded  primarily by cash provided by operations.  The
Company's  policy  has  been  to fund  capital  requirements  without  incurring
significant debt. At February 27, 1999, debt (notes payable,  current maturities
of long-term  debt and long-term  debt) was $2,861,000 as compared to $3,934,000
at May 30, 1998.  The Company has available  $5,316,000  under two bank lines of
credit of which $935,000 was outstanding at February 27, 1999.

     During fiscal 1997 and 1998, the Company issued 3% stock dividends.  During
fiscal  1999,  such stock  dividends  have not been  issued.  The  Company  will
continue to evaluate its policy on stock dividends on an ongoing basis.

     Presently, the Company is continuing to look for both new and complementary
lines of business for expansion in order to ensure its continued growth.

     At February 27, 1999,  approximately 63% of the Company's assets consist of
inventories, accounts receivable, cash and cash equivalents, short-term debt and
equity securities and short-term  certificates of deposit.  The current ratio is
3.60 to 1, with net working  capital of  $45,787,000  at February 27,  1999,  as
compared  to the  current  ratio  of 3.43 to 1,  with  net  working  capital  of
$41,597,000 at May 30, 1998.

     The Company is evaluating the impact of the Year 2000 issue on its business
and does not  expect  to incur  significant  costs  associated  with  Year  2000
compliance or that Year 2000 issues will have a material impact on the Company's
business,  results of operations or financial condition.  The Year 2000 issue is
the result of computer  programs being written using two digits rather than four
to define the  applicable  year.  The Company's  domestic  software  systems and
applications  are currently  Year 2000  compliant.  The Company's  international
subsidiaries are currently working toward Year 2000 compliance.  The Company has
also initiated  discussions  with its  significant  suppliers and customers with
respect to their plans to address Year 2000 issues that may affect the Company's
operations.

     This Form 10-Q  contains  certain  forward-looking  statements  within  the
meaning  of  Section  27A of  the  Securities  Act  of  1933,  as  amended  (the
"Securities  Act"),  and Section 21E of the Securities  Exchange Act of 1934, as
amended  (the  "Exchange  Act"),  which are  intended  to be covered by the safe
harbors  created  thereby.  Investors  are  cautioned  that all  forward-looking
statements  involve risks and uncertainty,  including  without  limitation,  the
ability of the  Company  to  develop  its  products,  as well as general  market
conditions,  competition  and pricing.  Although the Company  believes  that the
assumptions  underlying  the  forward-looking  statements  contained  herein are
reasonable, any of the assumptions could be inaccurate, and therefore, there can
be no assurance that the  forward-looking  statements included in this Form 10-Q
will prove to be

                                      -16-

<PAGE>



accurate.   In  light  of  the   significant   uncertainties   inherent  in  the
forward-looking  statements  included herein,  the inclusion of such information
should not be regarded as a  representation  by the Company or any other  person
that the objectives and plans of the Company will be achieved.


























                                      -17-

<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                           Part II: Other Information


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

(a)   Exhibits

      No.         Description                                               Page
      ---         -----------                                               ----

      27     Financial data schedule                                         19

(b)   Reports on Form 8-K
      -------------------

      No reports on Form 8-K were filed during the quarter  ended  February
      27, 1999.


                                   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.



                                          E-Z-EM, Inc.                        
                                         -------------------------------------
                                          (Registrant)




Date    April 9, 1999                     /s/ Howard S. Stern                 
     --------------------                -------------------------------------
                                          Howard S. Stern, Chairman of the
                                          Board, President, Chief Executive
                                          Officer and Director




Date    April 12, 1999                    /s/ Dennis J. Curtin                
     --------------------                -------------------------------------
                                          Dennis J. Curtin, Vice President-
                                          Chief Financial Officer


                                      -18-