UNITED STATES
                   SECURITIES AND EXCHANGE COMMISSION
                        WASHINGTON, D. C.  20549

                              FORM  10-QSB

  (Mark One)

  [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
      EXCHANGE ACT OF 1934
                      For the quarterly period ended:  March 31, 1999

  [  ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
       EXCHANGE ACT OF 1934
                                For the transition period from    to

                                Commission file number:   001-14068


                          SEPRAGEN CORPORATION
   (Exact name of small business issuer as specified in its charter)

       California                                   68-0073366
  (State or other jurisdiction of                  (I.R.S. Employer
  incorporation or organization)                    Identification
                                                     No.)

           30689 Huntwood Avenue, Hayward, California  94544
                (Address of principal executive offices)

  (Issuer's telephone number (including area code):  (510) 476-0650)

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

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

       State the number of shares outstanding of each of the
  registrant's classes of Common equity, as of the latest practicable
  date:

                                                         May 15,1999
                                Class A Common Stock     4,057,216
                                Class B Common Stock       701,177
                                Class E Common Stock     1,209,894

  THIS REPORT INCLUDES A TOTAL OF 12 PAGES.  THERE ARE NO EXHIBITS.


  PART I  -  FINANCIAL INFORMATION
  Item  1.  -  Financial Statements

                          SEPRAGEN CORPORATION
                        CONDENSED BALANCE SHEET

                                 ASSETS

                                                     March 31, 1999

   Current Assets:
        Cash and cash equivalents                          $ 11,361

        Accounts receivable, less allowance for
          doubtful accounts of $20,000 as of March
          31, 1999                                          494,826

        Inventories                                         279,047

        Prepaid expenses and other                           32,011

          Total current assets                              817,245

        Furniture and equipment, net                        154,826

        Intangible assets                                    88,942

                                                          1,061,013

                 LIABILITIES AND SHAREHOLDERS' DEFICIT

   Current Liabilities:
        Accounts payable                                    556,870

        Customer deposits                                    13,069

        Notes Payable, including $135,000 from              559,430
   shareholders

        Accrued payroll and benefits                        192,561

        Accrued liabilities                                  86,167

        Interest payable                                     49,045

          Total current liabilities                       1,457,142


   Preferred stock, no par value - 5,000,000 shares
     authorized; and 175,439 convertible, preferred
     issued and outstanding                                 500,000

   Class E common stock, no par value - 1,600,000
     shares authorized; 1,209,894 shares issued and
     outstanding at March 31, 1999 redeemable at $.01
     per share                                                    -

   Shareholders' deficit:

      Class A common stock, no par value - 20,000,000
         shares authorized; 4,057,216 shares issued
         and outstanding                                  9,752,226

      Class B common stock, no par value - 2,600,000
         shares authorized; 701,177 shares issued and
         outstanding                                      4,065,618

      Additional paid in capital                            202,220

      Accumulated deficit                               (14,916,193)

      Total shareholders' equity (deficit)                 (896,129)

                                                          1,061,013

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



                          SEPRAGEN CORPORATION

                   CONDENSED STATEMENTS OF OPERATIONS

                                                  Three Months
                                                 Ended March 31

                                                    1999      1998

   Revenues:
        Net Sales                               $553,661  $632,333

   Costs and expenses:
        Cost of goods sold                       340,376   383,086

        Selling, general and administrative      230,811   293,946




        Research and development                 156,227   213,094




         Total costs and expenses               727,414    890,126

          Loss from operations                  (173,753) (257,793)

   Interest income, (expense) net                 (6,000)  (89,282)

          Net loss                              (179,753) (347,075)


   Net loss per common share,
     basic and diluted                             $(.04)    $(.12)

   Weighted average shares outstanding         4,758,393 2,856,431


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



                          SEPRAGEN CORPORATION

                   CONDENSED STATEMENTS OF CASH FLOWS


                                        Three Months Ended March 31,

                                                   1999        1998

   Cash flows from operating activities:
        Net Loss                              $(179,753)  $(347,075)

        Adjustments to reconcile net loss to
         net cash used in operating
         activities:
          Depreciation and Amortization          30,677     104,023

          Changes in assets and liabilities:
             Accounts receivable                 33,019      31,378

             Inventories                        166,345     119,456

             Prepaid expenses and other              --           2

             Accounts payable                  (408,808)    215,365

             Accrued liabilities                (10,456)    (16,660)

             Accrued payroll and benefits        36,498      36,988

             Interest payable                     6,001      19,283

             Customer deposits                  (27,728)   (242,429)

      Net cash used in operating activities    (354,205)    (79,669)

   Cash flows from financing activities:
        Proceeds from issuance of notes
           payable to shareholders                   --      50,000

        Proceeds from issuance of notes
           payable                              324,430       8,000

          Net cash provided by financing
            activities                          324,430      58,000

             Net (decrease) in cash             (29,775)    (21,669)

   Cash and cash equivalents at the
   beginning of the period                       41,136      44,448

   Cash and cash equivalents at the end of
   the period                                  $ 11,361   $  22,779

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



                          SEPRAGEN CORPORATION

                NOTES TO CONDENSED FINANCIAL STATEMENTS
                THREE MONTH PERIOD ENDED MARCH 31, 1999

  Note 1 - Basis of Presentation

       These condensed financial statements have been presented on a
  going concern basis.  Sepragen, ("the Company") has incurred
  recurring losses and cash flow deficiencies from operations that
  raise substantial doubt about its ability to continue as a going
  concern.  As of March 31, 1999, the Company had an accumulated
  deficit of $14,916,193.

       The Company will be required to conduct significant research,
  development and testing activities which, together with expenses to
  be incurred for manufacturing, the establishment of a large
  marketing and distribution presence and other general and
  administrative expenses, are expected to result in operating losses
  for the foreseeable future.  Accordingly, there can be no assurance
  that the Company will ever achieve profitable operations.  The
  Company will have to obtain additional financing to support its
  operating needs beyond July 31, 1999.  The Company is currently
  pursuing alternative funding sources to meet its cash flow needs,
  including private debt and equity financing. Management intends to
  use such funding to further its marketing efforts and expand sales.
  It is uncertain, however, whether the Company will be  successful
  in such pursuits.  No adjustments have been made to the
  accompanying condensed financial statements for this uncertainty.


  Note 2 - Interim Financial Reporting

       The accompanying unaudited interim financial statements have
  been prepared pursuant to the rules and regulations for reporting
  on Form 10-QSB.  Accordingly, certain information and footnotes
  required by generally accepted accounting principles have been
  condensed or omitted.  These interim statements should be read in
  conjunction with the financial statements and the notes thereto,
  included in the Company's Annual Report on Form 10-KSB for the year
  ended December 31, 1998.


  Note 3 - Net Loss Per Share.

       The Company has adopted Statement of Financial Accounting
  Standards (SFAS) No. 128, Earning per Share for all periods
  presented.  The adoption of SFAS No. 128 had no impact on
  previously reported loss per share for the three months ended March
  31, 1998.  In accordance with SFAS No. 128, primary earnings (loss)
  per share has been replaced with basic earnings (loss) per share,
  and fully diluted earnings (loss) per share has been replaced with
  diluted earnings (loss) per share which includes potentially
  dilutive securities such as outstanding options and convertible
  securities, using the treasury stock method.  The assumed exercise
  of options and warrants and assumed conversion of convertible
  securities have not been included in the calculation of diluted
  loss per share as the effect would be anti-dilutive.

  Note 4 - The "Year 2000 Problem," dates following December 31, 1999
  and beyond:

       Many existing computer systems and applications, and other
  devices, use only two digits to identify a year in the date field,
  without considering the impact of the upcoming change in the
  century. Such systems and applications could fail or create
  erroneous results unless corrected. The Company relies on its
  internal financial systems and external systems of business
  enterprises such as customers, suppliers, creditors, and financial
  organizations both domestically and globally, directly and
  indirectly for accurate exchange of data.  The Company has
  evaluated such systems and believe the cost of addressing the "Year
  2000 Problem" will not have a material adverse affect on the result
  of operations of financial position of the Company. However, even
  though the internal systems of the Company are not materially
  affected by the Year 2000 issue the Company could be affected
  through disruption in the operation of the enterprises with which
  the Company interacts.

  Note 5 - Notes Payable

       Between  May 1997 and August 1998, the Company borrowed  an
  aggregate of $400,000 of which $300,000 were from shareholders of
  the Company, payable with interest at 9.5% per annum and $100,000
  from an unrelated party payable with interest at 9.5% per annum. In
  January 1999, $35,000  was paid to the unrelated party with the
  remaining balance of $65,000 due on March 1, 1999.  In December,
  1998, the Company converted $165,000 of shareholder debt including
  accrued interest of $11,657 into 368,035 shares of Class A Common
  Stock. with a balance of   $135,000 due to shareholders. On
  January 22, 1999, the Company converted $484,430 due to  a major
  supplier  from accounts payable to notes payable. The Note bears
  12% interest per annum and is secured by agreement granting this
  vendor a first priority interest in the assets of the Company
  excluding patents and trade marks. The Note is to be paid at
  $65,000 per month and the balance as of March 31, 1999 was $359,430


       The notes payable that were due on March 1, 1999, and are now
  past due. Terms for repayment and extension are being negotiated.

  Note 6 -  Bridge Notes Payable

       On August 19, 1998, the Company completed a debt-refinancing
  transaction whereby the Company borrowed  $550,000 from Mr. K.
  Charles Janac pursuant to a Convertible Secured Promissory Note
  issued by the Company (the "Note") in the principal amount of
  $550,000 and bearing interest at the rate of 9.75% per annum. The
  Note is convertible into shares of Class A Common Stock at the
  option of Mr. Janac at any time before December 15, 1998 by
  converting the principal balance and any unpaid interest due under
  the Note into Class A Common Stock at the rate of $0.46875 per
  share. In addition, as further consideration for the loan of funds
  to the Company, the Company issued to Mr. Janac a warrant ,
  exercisable at any time on or before August 18, 2003, to purchase
  up to 234,667 shares of Class A Common Stock at $.46875 per share
  (the "Warrants").  As security for the Note, the Company entered
  into a Security Agreement granting Mr. Janac a first priority
  security interest in the property, tangible and intangible, of the
  Company, as well as a Patent and Trademark Mortgage granting Mr.
  Janac a security interest  in all the patents and trademarks of the
  Company. The Company used the funds loaned by Mr. Janac to retire
  $532,242 of existing debt and accrued interest incurred by the
  Company in connection with a certain bridge financing undertaken by
  the Company in October of 1997, to pay legal fees and costs of the
  transaction, and approximately $7,000 was utilized for working
  capital.

       On December 8, 1998, the Company paid $200,000 to Mr. Janac as
  a partial payment of the Note. Mr. Janac also agreed to convert the
  remaining balance of $366,308 of the Note in principal and accrued
  interest into Class A Common Stock at $0.46875 per share. In
  consideration of the conversion the Company issued 781,457 of
  Common A Shares to Mr. Janac. At the same time the UCC filing
  granting Mr. Janac security interest in the Company's assets was
  removed. In addition, the Company converted an additional $10,000
  of Bridge Debt principal and $1,186 in accrued interest into 23,304
  shares of Class A Common Stock.

  Note 7 - Convertible Preferred Stock

       On September 1, 1998, the Company sold 175,439 Shares of
  Series A Preferred Stock.

       All of the shares of Series A Preferred Stock were sold to
  Anchor Products Limited of Hamilton, New Zealand ("Anchor"). The
  acquisition of Series Preferred Stock by Anchor was consummated in
  connection with the execution of a Commercial License Agreement
  between the Company and Anchor, whereby the Company licensed Anchor
  a technology that isolates proteins from whey, a low value cheese
  by-product. The shares of Series A Preferred Stock were sold for
  cash in the aggregate amount of $500,000 ($2.85 per share). There
  were no underwriting discounts or commissions paid in connection
  with the transaction.

       The shares of Series A Preferred Stock were sold pursuant to
  exemptions from registration  under section 4(2) and registration S
  under the Securities Act of 1933, in a transaction that was not
  publicly offered. Anchor is a New Zealand corporation.

       The Company's Series A Preferred Stock provides for both a 7%
  dividend and liquidation preferences. The dividend is payable from
  time to time at the election of the Board of Directors of the
  Company subject to the Company retaining sufficient earnings and
  profits. The Preferred Stock is also convertible on or before
  September 30, 2000 into Class A Common Stock, at the conversion
  rate of $2.86 per share. On any voluntary or involuntary
  liquidation, dissolution or winding-up of the Company, the holders
  of series A Preferred Shares shall receive, out of the assets of
  the Company, the sum of $2.86 per Series A Preferred  Share, plus
  an amount equal to

  any dividends accrued and unpaid on those Series A Preferred
  Shares, before any payment shall be made or any assets distributed
  to the holders of Common Stock. The Series A Preferred Shares shall
  be redeemable at the option of the holders of the Series A
  Preferred Shares commencing September 30, 2003 and expiring
  December 31, 2008, at the cash price of $2.86 per share, plus any
  accrued and unpaid dividends on the Series A Preferred Shares which
  are redeemed. In addition, each share of Series A Preferred Stock
  shall be automatically converted into one (1) share of Class A
  Common Stock, if not previously redeemed, on January 1, 2009, or at
  any time the closing bid price per share of the Company's Class A
  Common Stock shall average at least $3.86 per share over ninety
  (90) consecutive trading days prior to January 1, 2004. The
  conversion ratio for the Series A Preferred Stock shall be adjusted
  in the event of recapitalization, stock dividend, or any similar
  event effecting the Class A Common Stock.

       Anchor may require the Company to immediately redeem the
  preferred shares in the event of certain covenant breaches of the
  license agreement by the Company. The Company is currently in
  compliance with all such covenants and does not anticipate any
  breaches in the future.

  Note 8 - Class A Common Stock:

       On December 15, 1998, the Company issued to Charles Janac
  781,457 shares of Class A Common stock and Warrants to purchase
  234,667 shares of Class A Common Stock at $0.46875 per share
  (expiring August 19, 2003) in exchange for the conversion of
  $366,308 of notes and accrued interest held by Mr. Janac.    The
  shares of Class A Common Stock and warrants were sold pursuant to
  exemptions from registration under sections 3(a)(11), 4(2) and 4(6)
  and Regulation D under the Securities Act of 1933, in a transaction
  that was not publicly offered.

       On December 15, 1998, the Company issued to Eliezer Sternheim
  520,833 shares of Class A Common stock and Warrants to purchase
  52,083 shares of Class A Common Stock at $0.48 per share (expiring
  December 15, 2003) in exchange for $250,000 cash.  The shares of
  Class A Common Stock and warrants were sold pursuant to exemptions
  from registration under sections 3(a)(11), 4(2) and 4(6) under the
  Securities Act of 1933, in a transaction that was not publicly
  offered.

       On December 15, 1998, the Company issued to Armin Ramel, a
  director of the Company, 59,946 shares of Class A Common stock and
  Warrants to purchase 5,995 shares of Class A Common Stock at $0.48
  per share (expiring December 15, 2003) in exchange for the
  conversion of $28,774 of notes and accrued interest held by Mr.
  Ramel.    The shares of Class A Common Stock and warrants were sold
  pursuant to exemptions from registration under sections 3(a)(11),
  4(2) and 4(6) under the Securities Act of 1933, in a transaction
  that was not publicly offered.

       On December 15, 1998, the Company issued to Henry Edmunds, a
  director of the Company, 127,471 shares of Class A Common stock and
  Warrants to purchase 12,747 shares of Class A Common Stock at $0.48
  per share (expiring December 15, 2003) in exchange for $50,000 cash
  and the conversion of $11,186 of notes and accrued interest held by
  Mr. Edmunds. The shares of Class A Common Stock and warrants were
  sold pursuant to exemptions from registration under sections
  3(a)(11), 4(2) and 4(6) under the Securities Act of 1933, in a
  transaction that was not publicly offered.

       On December 15, 1998, the Company issued to Marcel Raedts
  104,167 shares of Class A Common stock and Warrants to purchase
  10,417 shares of Class A Common Stock at $0.48 per share (expiring
  December 15, 2003) in exchange for the conversion of $50,000 in
  amounts owed to Mr. Raedts for services rendered.  The shares of
  Class A Common Stock and warrants were sold pursuant to exemptions
  from registration under sections 3(a)(11) and 4(2) and under the
  Securities Act of 1933, in a transaction that was not publicly
  offered.

       On December 15, 1998, the Company issued to Michael Schneider,
  principal and director of Romic Technologies Corp., 275,614 shares
  of Class A Common stock and Warrants to purchase 27,561 shares of
  Class A Common Stock at $0.48 per share (expiring December 15,
  2003) in exchange for the conversion of $132,294 of notes and
  accrued interest held by Mr. Schneider.  The shares of Class A
  Common Stock and warrants were sold pursuant to exemptions from
  registration under sections 3(a)(11), 4(2) and 4(6) under the
  Securities Act of 1933, in a transaction that was not publicly
  offered.

       On December 15, 1998, the Company issued to Robert Leach, a
  former director of the Company, 32,475 shares of Class A Common
  stock and Warrants to purchase 3,248 shares of Class A Common Stock
  at $0.48 per share (expiring December 15, 2003) in exchange for the
  conversion of $15,588 of notes and accrued interest held by Mr.
  Leach.  The shares of Class A Common Stock and warrants were sold
  pursuant to exemptions from registration under sections 3(a)(11),
  4(2) and 4(6) under the Securities Act of 1933, in a transaction
  that was not publicly offered.


  Item 2.  Management's Discussion and Analysis.

  First quarter of 1999 compared to first quarter of 1998.

       The main focus of the company in the first quarter of 1999 was
  to ensure a successful installation and commissioning of the dairy
  installation at Anchor Products and Carbery Milk products. Related
  to this was the work with a resin manufacturing partner to ensure a
  rapid, cost-effective scaled-up production of resin to meet current
  and up-coming needs in the dairy industry. In addition, some
  progress was made toward the submission of a petition to the
  Federal Drug Administration (FDA) for the approval of the Sepraprep
  resin as a secondary food additive for use in dairy and food
  process.

       Despite some increase in bookings, net sales decreased by
  $78,000 or 12% from $632,000 in the first quarter of 1998 to
  $554,000  for the comparable period in 1999. Net sales has been
  adversely affected by the Company's cash shortage creating
  difficulties to procure inventory to manufacture and ship goods.
  Management is working on securing external financing (see Liquidity
  and Capital Resources).

       Gross Margin as a percentage of gross sales remained
  essentially the same at 39% for the  first quarters of 1998 and
  1999. However, the absolute dollar gross margin decreased by
  $36,000 or 14% from $249,000 in the first quarter of 1998 to
  $213,000 in the first quarter of 1999. The decrease in gross margin
  is due to lower volume from the biotech sector and no contribution
  from licenses or royalties.

       Selling, general and administrative expenses decreased by
  $63,000 from $294,000 in the first quarter of 1998 to $231,000 in
  the first quarter of 1999. The decrease was primarily due to the
  Company's choosing to sell its biotech products through external
  channels as opposed to making direct sales.

       Research and development expenses decreased by $57,000 from
  $213,000 in the first quarter of 1998 to $156,000 in the first
  quarter of 1998. The decrease was due to reduction in management
  overhead associated with Research and development expenses.

       Interest  expense decreased by $82,000 in the first quarter of
  1999 compared to the first quarter 1998 due to the payment of the
  bridge notes and conversion of some of the notes payable to equity
  in December 1998.

       Net loss decreased by half from $347,000 in the first quarter
  of 1998 to $179,700 for the comparable period in 1999. The
  Company's plan is to continue to keep expenses down and minimize
  losses while building up the revenue and profit contribution from
  the dairy/juice business. The ability of the Company to become
  profitable is dependent for now from the biotech sector, which is
  being hampered by cash shortage to procure goods for sale.
  Management is currently pursuing several alternatives to raise
  additional capital which the Company hopes will materialize in the
  near future.   No assurances can be made that the Company will be
  profitable.

  Inflation.

       The Company believes that the impact of inflation on its
  operations since its inception has not been material.



  Liquidity and Capital Resources:

       The Company used cash of $354,200 and $79,600 for operations
  during the first quarter of 1999 and 1998, respectively.  Cash used
  in operations in the first quarter of 1999 was the result of net
  loss incurred for the quarter of $179,700, offset by net non-cash
  expense of $30,700, the net change in operating assets and
  liabilities resulting in use of cash of $205,200. Cash used in the
  first quarter of 1998 was the result of net loss incurred for the
  quarter of $347,000, offset by net non-cash expenses of $104,000,
  and the net change in operating assets and liabilities resulting in
  source of cash of $163,400.

       Financing activities provided cash of $354,200 and $58,000
  during the first quarter of 1999 and 1998, respectively.  The cash
  provided  in the first quarter of 1999 was due to conversion of
  $359,500 in accounts payable to notes payable partially offset by
  $35,000 paid notes payable. The cash provided in the first quarter
  of 1998 resulted from the issuance of $58,000 in notes payable.

       At March 31, 1999 the Company had cash and cash equivalents of
  $11,300 as compared with $41,100 on December 31, 1998.  At March
  31, 1999, the Company had working capital deficit of $651,900, as
  compared to working capital deficit of  $490,800 at December 31,
  1998.  The decrease in cash in the first quarter of 1999 is a
  result of the aforementioned decrease in cash used in operating and
  increase in cash from financing activities noted above. The
  decrease in working capital for the first quarter is primarily a
  result of the net loss incurred offset by non-cash charges.

       This negative cash out flow from operations must be reversed
  and working capital increased significantly in order for the
  Company to fund its existing activities and to extend the use of
  its technology to new applications in the food and dairy and juice
  industries, and to attract the interest of strategic partners in
  one or more of these markets.

       Based on the Company's current operating plan, the Company
  believes that it will only be able to fund the Company's operations
  through July 31, 1999.  Accordingly, the Company will have to
  either turn profitable or obtain additional funds to support its
  operations.  The Company is currently pursuing several avenues
  including increasing revenues and reducing costs in order to turn
  profitable, secure funds through additional strategic partnerships
  and secure either debt or equity financing.

       Following this strategy, on August 25, 1998 Sepragen announced
  the signing of a license agreement with Anchor Products. Under this
  agreement, Anchor Products will have exclusive manufacturing rights
  to the Sepralac(R) process in Australia and New Zealand and non-
  exclusive worldwide marketing rights to products produced by the
  Sepralac(R) Process. In return, Sepragen has received $700,000 out
  of  a total of about $1 million from Anchor Products, comprised of
  a license fee of $200,000 and an equity investment of $500,000 for
  the purchase of  175,439 redeemable, cumulative, preferred stock at
  $2.85 per share. The preferred stock is convertible into common
  stock (on share for share basis) at any time within the next 2
  years and extendible for a further 1 year at Sepragen's option.

       On October 15, 1998 the Company announced a licensing
  agreement for the Sepralac(R) Process with Carbery Milk Products of
  Ballineen, County Cork, Ireland. Under the agreement, Carbery will
  have manufacturing and marketing rights to certain products
  produced from the Sepralac(R) Process. In return the Company will
  receive a license fee of $350,000, $200,000 was received in 1998
  with the balance over three years at $50,000 per year.

       In addition to Mr. Janac's conversion of debt to equity (see
  Note 6), in December, 1998 the Company converted $604,151 of its
  debt and accrued expenses in to Class A Common stock. It also sold
  625,000 shares of Class A Common Stock in a private transactions,
  exempt from securities registration under the Securities Act of
  1993, as amended, and raised $300,000 of proceeds. In all, a total
  of $904,151 (including Mr. Janac's) was either invested or
  converted in to stock. In consideration of the above, 1,901,962
  shares of Class A Common Stock and 346,718 Warrants to purchase
  Common Stock were issued.

       The Company currently has no credit facility with a bank or
  other financial institution.  Further, the Company's stock is
  traded over-the-counter and as such there is limited liquidity in
  the Company's stock which makes financing difficult.

       The Company is seeking to enter into strategic alliances with
  corporate partners in the industries comprising its primary target
  markets (biopharmaceutical, food, dairy and juice).  The Company's
  ability to further develop and market its Sepralac(R) Process for
  whey separation and other potential food and juice products and
  processes will be substantially dependent upon its ability to
  negotiate partnerships, joint ventures or alliances with
  established companies in each market.  In particular, the Company
  will be reliant on such joint venture partners or allied companies
  for both market introduction, operational assistance and financial
  assistance.  The Company believes that development, manufacturing
  and market introduction of products in these industries, will cost
  millions of dollars and require operational capabilities in excess
  of those currently available to the Company.  No assurance can be
  given, however, that the terms of any additional alliances will be
  successfully negotiated  or that such alliance will be successful
  in generating the revenue required to make the Company profitable.

  Cautionary Statement for Purposes of the "Safe Harbor" Provisions
  of the Private Securities Litigation Reform Act of 1995.

       This report contains or incorporates by reference forward-
  looking statements within the meaning of the Private Securities
  Litigation Reform Act of 1995.  Where any such forward-looking
  statement includes a statement of the assumptions or bases
  underlying such forward-looking statement, the Company cautions
  that, while such assumptions or bases are believed to be reasonable
  and are made in good faith, assumed facts or bases almost always
  vary from the actual results, and the differences between assumed
  facts or bases and actual results can be material, depending upon
  the circumstances.  Where, in any forward-looking statement, the
  Company or its management expresses an expectation or belief as to
  future results, such expectation or belief is expressed in good
  faith and is believed to have a reasonable basis, but there can be
  no assurance that the statement of expectation or belief will
  result or be achieved or accomplished.  The words "believe,"
  "estimate," "anticipate," and similar expressions may identify
  forward-looking statements.

       Taking into account the foregoing, the following are
  identified as some but not all of the important factors that could
  cause actual results to differ materially from those expressed in
  any forward-looking statement made by, or on behalf of the Company:

       Inability to Secure Additional Capital.  The Company has
  incurred operating losses each fiscal year since its inception.
  The Company must secure additional financing through either the
  sale of additional securities or debt financing to continue
  operations past July 31, 1999.  Although the Company is attempting
  to secure such financing, there can be no assurance that such
  financing will be available to the Company on reasonable terms.
  The Company has been delisted from the Nasdaq SmallCap Market and
  the Pacific Stock Exchange.  See Item 2 "Management's Discussion
  and Analysis-Liquidity and Capital Resources."

       Competition.  In both its biopharmaceutical industry market
  and in the market for its process systems for food, beverage, dairy
  and environmental industries, the Company faces intense competition
  from better capitalized competitors.

       Dependence on Joint Ventures and Strategic Partnerships.  The
  Company's entry into the food, dairy and beverage market for its
  process systems will be substantially dependent upon its ability to
  enter into strategic partnerships, joint ventures or similar
  collaborative alliance with established companies in each market.
  As of the date of this report, two licensing agreements have been
  signed but  there can be no assurance that the terms of any such
  alliance will produce profits for the Company nor can there be
  assurance that additional joint ventures or alliances will be
  signed.


                           OTHER INFORMATION

  Item 1.   Legal Proceedings

            Not Applicable

  Item 2.   Changes in Securities

            Not Applicable

  Item 3.   Defaults Upon Senior Securities

            Not Applicable

  Item 4.   Submission of Matters to a vote of Security Holders
            Not Applicable

  Item 5.   Other Information

            Not Applicable

  Item 6.   Reports on Form 8-K

       No Forms 8-K were filed in the first quarter of 1999:


                               SIGNATURES

       In accordance with the requirements of the Exchange Act, the
  Registrant caused this report to be signed on its behalf by the
  undersigned hereunto duly authorized.

                                SEPRAGEN CORPORATION

  DATE:  July 12, 1999          By: /s/ Vinit Saxena

                                Vinit Saxena
                                Chief Executive Officer, President
                                and Principal Financial and Chief
                                Accounting Officer