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 August 29, 1998
                                                ---------------


                         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 October 9, 1998,  there were  4,035,346  shares of the  registrant's  Class A
Common Stock outstanding and 6,033,852 shares of the registrant's Class B Common
Stock outstanding.


                                  Page 1 of 17
                            Exhibit Index on Page 16


<PAGE>


                          E-Z-EM, Inc. and Subsidiaries

                                      INDEX
                                      -----


Part 1:  Financial Information                                         Page
-------  ---------------------                                         ----

  Item 1.  Financial Statements

    Consolidated Balance Sheets - August 29, 1998 and
      May 30, 1998                                                     3 - 4

    Consolidated Statements of Earnings - thirteen weeks
      ended August 29, 1998 and August 30, 1997                          5

    Consolidated Statement of Stockholders' Equity - thirteen
      weeks ended August 29, 1998                                        6

    Consolidated Statements of Cash Flows - thirteen weeks
      ended August 29, 1998 and August 30, 1997                        7 - 8

    Notes to Consolidated Financial Statements                         9 - 11

  Item 2.  Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                  12 - 15

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

  Item 6.  Exhibits and Reports on Form 8-K                              16



                                      -2-
<PAGE>



                          E-Z-EM, Inc. and Subsidiaries

                           CONSOLIDATED BALANCE SHEETS
                                 (in thousands)


                                                         August 29,      May 30,
              ASSETS                                       1998           1998 
                                                          -------      ---------
                                                        (unaudited)    (audited)

CURRENT ASSETS
   Cash and cash equivalents                              $ 6,096        $ 4,654
   Debt and equity securities                               3,525          3,475
   Accounts receivable, principally
       trade, net                                          19,572         21,348
   Inventories                                             26,246         26,764
   Other current assets                                     2,684          2,499
                                                          -------        -------

          Total current assets                             58,123         58,740

INVESTMENT IN AFFILIATE                                     1,042          1,121

PROPERTY, PLANT AND EQUIPMENT - AT COST,
  less accumulated depreciation and
  amortization                                             21,371         21,917

COST IN EXCESS OF FAIR VALUE OF NET ASSETS
  ACQUIRED, less accumulated amortization                     413            446

INTANGIBLE ASSETS, less accumulated
  amortization                                              2,489          2,546

DEBT AND EQUITY SECURITIES                                  1,601          2,057

OTHER ASSETS                                                4,132          3,879
                                                          -------        -------

                                                          $89,171        $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)

<TABLE>
<CAPTION>
                                                                August 29,     May 30,
    LIABILITIES AND STOCKHOLDERS' EQUITY                          1998          1998 
                                                                 ------        ------
                                                               (unaudited)    (audited)
<S>                                                            <C>            <C>     
CURRENT LIABILITIES
    Notes payable                                              $  1,058       $  3,041
    Current maturities of long-term debt                            271            287
    Accounts payable                                              5,835          6,265
    Accrued liabilities                                           6,824          6,958
    Accrued income taxes                                            921            592
                                                               --------       --------

          Total current liabilities                              14,909         17,143

LONG-TERM DEBT, less current maturities                             543            606

OTHER NONCURRENT LIABILITIES                                      1,767          1,734

COMMITMENTS AND CONTINGENCIES                             
                                                               --------       --------  
          Total liabilities                                      17,219         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 August 29, 1998 and May 30, 1998                       403            403
       Class B (nonvoting), par value $.10 per
          share - authorized, 10,000,000 shares;
          issued  and  outstanding 6,026,002 shares
          at August 29, 1998 and 5,999,073 shares
          at May 30, 1998                                           603            600
    Additional paid-in capital                                   21,771         21,643
    Retained earnings                                            50,560         49,090
    Accumulated other comprehensive loss                         (1,385)          (513)
                                                               --------       --------

          Total stockholders' equity                             71,952         71,223
                                                               --------       --------

                                                               $ 89,171       $ 90,706
                                                               ========       ========
</TABLE>


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


                                      -4-
<PAGE>


                          E-Z-EM, Inc. and Subsidiaries

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


<TABLE>
<CAPTION>
                                                        Thirteen weeks ended  
                                                 -----------------------------------
                                                  August 29,            August 30,
                                                    1998                  1997 
                                                 ------------         ------------
<S>                                                  <C>                    <C>      
Net sales                                        $     25,665         $     25,713

Cost of goods sold                                     14,996               15,978
                                                 ------------         ------------

          Gross profit                                 10,669                9,735
                                                 ------------         ------------

Operating expenses
    Selling and administrative                          7,617                7,915
    Research and development                            1,002                1,509
                                                 ------------         ------------

       Total operating expenses                         8,619                9,424
                                                 ------------         ------------

          Operating profit                              2,050                  311

Other income (expense)
    Interest income                                       119                  151
    Interest expense                                      (62)                (189)
    Equity in losses of affiliate                         (79)
    Other, net                                             37                  (63)
                                                 ------------         ------------

          Earnings before income taxes                  2,065                  210

Income tax provision                                      595                   82
                                                 ------------         ------------

          NET EARNINGS                           $      1,470         $        128
                                                 ============         ============

Earnings per common share
    Basic                                        $        .15         $        .01
                                                 ============         ============

    Diluted                                      $        .14         $        .01
                                                 ============         ============

Weighted average common shares
    Basic                                          10,044,112            9,926,028
                                                 ============         ============

    Diluted                                        10,327,066           10,412,892
                                                 ============         ============
</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

                      Thirteen weeks ended August 29, 1998
                                   (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                           26,604          3         110                                  113              
Income tax benefits on                                                                                                              
  stock options exercised                                                      15                                   15              
Compensation related to                                                                                                             
  stock option plans                                                            1                                    1              
Issuance of stock                                      325                      2                                    2              
Net earnings                                                                           1,470                     1,470      $1,470  
Unrealized holding loss                                                                                                             
  on debt and equity                                                                                                                
  securities                                                                                        (261)         (261)       (261) 
Foreign currency                                                                                                                  
  translation adjustments                                                                           (611)         (611)       (611) 
                            ---------    ----    ---------       ----     -------   --------    --------       -------      ------  
Comprehensive  income                                                                                                         $598  
                                                                                                                            ======  
Balance at August 29, 1998  4,035,346    $403    6,026,002       $603     $21,771    $50,560     $(1,385)      $71,952              
                            =========    ====    =========       ====     =======   ========    ========       =======              
</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)


                                                      Thirteen weeks ended  
                                                  -----------------------------
                                                  August 29,          August 30,
                                                     1998               1997 
                                                  ----------          ---------
Cash flows from operating activities:
  Net earnings                                     $ 1,470            $   128
  Adjustments to reconcile net earnings
    to net cash provided by (used in)
    operating activities
      Depreciation and amortization                    722                836
      Provision for doubtful accounts                   60                 60
      Equity in losses of affiliate                     79
      Deferred income tax provision                      6                  9
      Other non-cash items                               1                  2
      Changes in operating assets and
        liabilities
          Accounts receivable                        1,716             (1,342)
          Inventories                                  518                174
          Other current assets                        (185)                86
          Other assets                                 (90)               (66)
          Accounts payable                            (430)              (335)
          Accrued liabilities                         (134)               258
          Accrued income taxes                         323                 84
          Other noncurrent liabilities                  38                (34)
                                                   -------            -------

            Net cash provided by (used in)
              operating activities                   4,094               (140)
                                                   -------            -------

Cash flows from investing activities:
  Additions to property, plant and
    equipment, net                                    (116)              (294)
  Investment in affiliate                                                (537)
  Available-for-sale securities
    Purchases                                          (70)            (1,399)
    Proceeds from sale                                  20              1,270
                                                   -------            -------

      Net cash used in investing activities           (166)              (960)
                                                   -------            -------

Cash flows from financing activities:
  Repayments of debt                                (1,961)              (334)
  Proceeds from issuance of debt                                        1,289
  Proceeds from exercise of stock options,
    including related income tax benefits              128                  6
  Proceeds from issuance of stock in connection
    with the stock purchase plan                         2
                                                   -------            -------
      Net cash (used in) provided by financing
        activities                                  (1,831)               961
                                                   -------            -------



                                      -7-

<PAGE>


                          E-Z-EM, Inc. and Subsidiaries

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


                                                  Thirteen weeks ended  
                                                -------------------------
                                                August 29,     August 30,
                                                  1998           1997 
                                                ----------     ---------
Effect of exchange rate changes on
  cash and cash equivalents                    $  (655)        $  (205)
                                               -------         -------

      INCREASE (DECREASE) IN CASH
        AND CASH EQUIVALENTS                     1,442            (344)

Cash and cash equivalents
  Beginning of period                            4,654           4,484
                                               -------         -------

  End of period                                $ 6,096         $ 4,140
                                               =======         =======

Supplemental disclosures of cash 
  flow information:
    Cash paid during the period for:
      Interest                                 $    47         $   186
                                               =======         =======

      Income taxes                             $   304         $    29
                                               =======         =======


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


                                      -8-

<PAGE>


                          E-Z-EM, Inc. and Subsidiaries

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                       August 29, 1998 and August 30, 1997
                                   (unaudited)


NOTE A - CONSOLIDATED FINANCIAL STATEMENTS

  The  consolidated  balance  sheet as of  August  29,  1998,  the  consolidated
  statement of  stockholders'  equity for the period ended August 29, 1998,  and
  the  consolidated  statements of earnings and cash flows for the periods ended
  August 29, 1998 and August 30, 1997, 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 August 29, 1998 (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  August 29,  1998 and August 30,  1997 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:

                                         August 29,     May 30,
                                           1998           1998 
                                         -------        -------
                                              (in thousands)

  Finished goods                         $13,056        $13,846
  Work in process                          1,303          1,474
  Raw materials                           11,887         11,444
                                         -------        -------
     
                                         $26,246        $26,764
                                         =======        =======


NOTE C - EARNINGS PER COMMON SHARE

  In 1998,  the Company  adopted  Statement  of Financial  Accounting  Standards
  ("SFAS") No. 128,  "Earnings Per Share," which  requires  public  companies to
  present  basic  earnings per share and, if  applicable,  diluted  earnings per
  share.  In  accordance  with SFAS No. 128, all  comparative  periods have been
  restated,  if  applicable.  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



                                      -9-

<PAGE>


                          E-Z-EM, Inc. and Subsidiaries

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

                       August 29, 1998 and August 30, 1997
                                   (unaudited)


NOTE C - EARNINGS PER COMMON SHARE (continued)

  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.

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

                                                      Thirteen weeks ended  
                                                  ----------------------------
                                                   August 29,       August 30,
                                                     1998              1997 
                                                  ----------        ----------

  Basic                                           10,044,112         9,926,028
  Effect of dilutive
    securities (stock options)                       282,954           486,864
                                                  ----------        ----------
     
  Diluted                                         10,327,066        10,412,892
                                                  ==========        ==========


NOTE D - COMMON STOCK

  Under the 1983 and 1984 Stock  Option  Plans,  options for 15,000  shares were
  granted at $5.63 per share,  options for 26,604 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 thirteen  weeks ended August 29, 1998.  Under the
  1997 AngioDynamics Stock Option Plan, options for .63 shares were forfeited at
  $40,000 per share,  and no options were granted,  exercised or expired  during
  the thirteen weeks ended August 29, 1998.

  Under the Employee Stock Purchase Plan, 325 shares were purchased at $5.10 per
  share during the thirteen weeks ended August 29, 1998.


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)

                       August 29, 1998 and August 30, 1997
                                   (unaudited)


NOTE E - COMPREHENSIVE INCOME (continued)

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

                                                   Thirteen weeks ended  
                                                --------------------------
                                                August 29,       August 30,
                                                   1998              1997 
                                                ----------       ----------   
                                                      (in thousands)


  Net earnings                                   $ 1,470          $   128
  Unrealized holding loss on debt
    and equity securities                           (261)            (134)
  Foreign currency translation
    adjustments                                     (611)            (149)
                                                 -------          -------
     
      Comprehensive income (loss)                $   598          $  (155)
                                                 =======          =======


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

                                                    August 29,      May 30,
                                                      1998           1998 
                                                    -------        -------
                                                         (in thousands)

  Unrealized holding gain on debt
    and equity securities                           $ 1,083        $ 1,344
  Cumulative translation adjustments                 (2,468)        (1,857)
                                                    -------        -------
   
      Accumulated other comprehensive loss          $(1,385)       $  (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 has not  completed  its  evaluation  of the
  effects  that  SFAS  No.  131  will  have  on  its  financial   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 August 29, 1998 and August 30, 1997
--------------------------------------------------

     The  Company's  quarters  ended  August 29,  1998 and August 30,  1997 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.

                                Diagnostic  AngioDynamics  Eliminations  Total
                                ----------  -------------  ------------  -----
                                                (in thousands)

Quarter ended August 29, 1998
-----------------------------

 Unaffiliated customer sales      $19,990       $ 5,675          -      $25,665
 Intersegment sales                    11           142       ($153)        -
 Gross profit (loss)                7,842         2,841         (14)     10,669
 Operating profit (loss)            1,597           459          (6)      2,050


Quarter ended August 30, 1997
-----------------------------


 Unaffiliated customer sales      $20,847       $ 4,866          -      $25,713
 Intersegment sales                    55           145       ($200)        -
 Gross profit                       7,776         1,957           2       9,735
 Operating profit (loss)              989          (680)          2         311


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

     Diagnostic  segment  operating  results for the current quarter improved by
$608,000 due primarily to reduced  operating  expenses.  Despite a 4% decline in
net sales,  gross profit  expressed as a percentage of net sales improved to 39%
during the  current  quarter,  versus 37% during the  comparable  quarter of the
prior  year.  Sales price  increases  virtually  offset the effect of  increased
discounts to group  purchasing  organizations.  The improvement in gross profit,
expressed as a percentage of net sales, can be attributed to reduced  unabsorbed
overhead costs.

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

     AngioDynamics segment operating results for the current quarter improved by
$1,139,000  due  to  increased  sales,  improved  gross  profit,  and  decreased
operating expenses.  Net sales increased 17%, or $809,000,  due to the continued
domestic  market  penetration  of  angiography  products.   International  sales
remained  virtually  flat.  Gross profit  expressed as a percentage of net sales
improved  to 49% during the  current  quarter  versus 39% during the  comparable
quarter of the prior year due primarily to increased manufacturing  efficiencies
at  the  Queensbury  facility,  increased  production  throughput  at  both  the
Queensbury and Irish facilities, and the consolidation of operations,  resulting
from the  closing of its Leocor  facility  in the third  quarter of last  fiscal
year.  Decreased operating expenses of $256,000 can be attributed to the closing
of its


                                      -12-

<PAGE>


Leocor facility,  coupled with reduced amortization expense,  resulting from the
impairment charge, of certain  long-lived assets,  recorded in the third quarter
of last fiscal year.

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

     For the quarter ended August 29, 1998, the Company reported net earnings of
$1,470,000,  or $.15 and $.14 per  common  share on a basic and  diluted  basis,
respectively,  as compared to net earnings of $128,000, or $.01 per common share
on both a basic and diluted basis, for the comparable period of last year.

     Results for the current  quarter were favorably  affected by improved gross
profit in the  AngioDynamics  segment and decreased  operating  expenses in both
industry segments.  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,  and the
consolidation  of operations,  resulting from the closing of its Leocor facility
in the third quarter of last fiscal year. The decreased  operating  expenses can
be attributed,  in large part, to reduced  research and  development  due to the
completion of certain projects during last fiscal year.

     Net sales for the quarter ended August 29, 1998  decreased less than 1%, or
$48,000,  as compared to the quarter ended August 30, 1997.  Decreased  sales of
contrast  systems  of  $950,000  were  virtually  offset by  increased  sales of
AngioDynamics  products of $809,000 and non-contrast  systems of $93,000.  Price
increases  had little effect on net sales in the current  quarter,  although the
Diagnostic  segment  continued to  experience  price  pressures due to increased
sales to group purchasing  organizations.  Net sales in  international  markets,
including  direct  exports  from the U.S.,  decreased  7%, or  $649,000,  in the
current quarter versus the comparable period of last year due, in large part, 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  quarter versus 38% during the comparable  quarter of the prior year
due  to  increased  gross  profit  in  both  industry  segments.   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,  and the  consolidation  of  operations,
resulting  from the closing of its Leocor  facility in the third quarter of last
fiscal year.  The improved  Diagnostic  gross profit is due primarily to reduced
unabsorbed overhead costs.

     Selling and  administrative  ("S&A")  expenses were  $7,617,000  during the
quarter ended August 29, 1998 versus  $7,915,000 during the quarter ended August
30,  1997.  This  decline  of  $298,000,  or 4%,  in  the  current  quarter  was
principally  due  to  decreased  AngioDynamics  S&A  expenses  of  $178,000  and
decreased  Diagnostic  S&A expenses of  $120,000.  Decreased  AngioDynamics  S&A
expenses can be attributed to the  consolidation  of 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,
of certain long-lived assets, recorded in the third quarter of last fiscal year.

     Research and development ("R&D") expenditures  decreased 34% in the current
quarter to $1,002,000,  or 4% of net sales, from $1,509,000, or 6% of net sales,
in the comparable  quarter of the prior year.  This decline was due primarily to
decreases in corporate  projects of $228,000,  expenses  associated with product
validations  and clinical  trials of  $125,000,  and  AngioDynamics  projects of
$84,000.  Of the R&D  expenditures  in the current  quarter,  approximately  43%
relate to contrast systems, 33% to AngioDynamics  projects,  4% to immunological
projects,  7% to  other  projects  and  13% to  general  regulatory  costs.  R&D
expenditures are expected to continue at approximately current levels.


                                      -13-

<PAGE>


     Other  income,  net of other  expenses,  totaled  $15,000  of income in the
current  quarter  versus  $101,000 of expense in the  comparable  period of last
year.  This  improvement  was due  primarily  to decreased  interest  expense of
$127,000,  resulting  from the repayment of  AngioDynamics  debt,  and decreased
foreign currency  exchange losses of $95,000,  partially offset by the recording
of  the  Company's   approximate   23%  share  in  the  losses  of  ITI  Medical
Technologies, Inc. of $79,000.

     For the quarter ended August 29, 1998, the Company's  effective tax rate of
29% 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.
The Company's effective tax rate of 39% during the quarter ended August 30, 1997
differed  from  the  Federal   statutory  tax  rate  of  34%  due  primarily  to
non-deductible expenses and losses incurred in a foreign jurisdiction subject to
lower tax rates,  partially  offset by earnings of the  Company's  Puerto  Rican
subsidiary,  which are subject to favorable U.S. tax  treatment,  and tax-exempt
interest income.

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

     During the quarter  ended  August 29,  1998,  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 August 29, 1998,
debt (notes  payable,  current  maturities of long-term debt and long-term debt)
was  $1,872,000  as  compared to  $3,934,000  at May 30,  1998.  The Company has
available  $8,629,000  under four bank lines of credit of which no amounts  were
outstanding at August 29, 1998.

     The Company's current policy is to issue stock dividends.  During the third
quarter  of fiscal  years 1996 and 1998 and the  fourth  quarter of fiscal  year
1997, the Company issued 3% stock dividends.

     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 August 29, 1998,  approximately  62% of the Company's  assets consist of
inventories, accounts receivable, cash and cash equivalents, and debt and equity
securities.  The  current  ratio  is 3.90 to 1,  with  net  working  capital  of
$43,214,000  at August 29, 1998,  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 to
ensure  that they have  appropriate  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


                                      -14-

<PAGE>


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
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.


                                      -15-

<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                                 17

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

     No reports on Form 8-K were filed during the quarter ended August 29, 1998.


                                   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   October 12, 1998                        /s/ Howard S. Stern              
       ----------------                        ---------------------------------
                                               Howard S. Stern, Chairman of the
                                               Board, President, Chief Executive
                                               Officer and Director



Date   October 12, 1998                        /s/ Dennis J. Curtin             
       ----------------                        ---------------------------------
                                               Dennis J. Curtin, Vice President-
                                               Chief Financial Officer


                                      -16-