<PAGE>   1
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-Q


[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
      EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1996

                                       OR

[   ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM           TO
                                                          ---------    ---------

Commission File Number: 0-15383


                                 CEM CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


     North Carolina                                 56-1019741             
------------------------               ----------------------------------- 
(State of Incorporation)              (I.R.S. Employer Identification No.) 


   3100 Smith Farm Road, Matthews, NC                            28105       
----------------------------------------                    ---------------  
(Address of principal executive offices)                       (Zip Code)    


               Post Office Box 200, Matthews, North Carolina 28106
--------------------------------------------------------------------------------
                (Mailing address of principal executive offices)


                                 (704) 821-7015
--------------------------------------------------------------------------------
              (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
                                                          ------    ------

3,534,235 shares of the issuer's $.05 par value common stock, its only class of
common stock, were outstanding as of October 31, 1996.


<PAGE>   2



PART I. FINANCIAL INFORMATION


QUARTERLY REPORT ON FORM 10-Q 
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS 
For the Quarter Ended September 30, 1996
CEM Corporation 
Matthews, North Carolina


The condensed financial statements included herein have been prepared by the
Company, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission. Certain information and footnote disclosures normally
included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to such rules and
regulations, although the Company believes that the disclosures are adequate to
make the information presented not misleading. It is suggested that these
condensed financial statements be read in conjunction with the financial
statements and the notes thereto included in the Company's Annual Report on Form
10-K for the fiscal year ended June 30, 1996.

<PAGE>   3


                                 CEM CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                         SEPTEMBER 30 AND JUNE 30, 1996
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                              September 30     June 30
                                              ------------   -----------
ASSETS

<S>                                            <C>           <C>        
CURRENT ASSETS:
   Cash and cash equivalents .............     $ 2,313,000   $ 1,832,000
   Short-term investments ................       3,600,000     4,100,000
   Trade receivables .....................       6,113,000     7,061,000
   Inventories ...........................       6,125,000     5,639,000
   Deferred taxes and other ..............         715,000       679,000
                                               -----------   -----------

      Total current assets ...............      18,866,000    19,311,000

LONG-TERM INVESTMENTS ....................       2,272,000     2,024,000

PROPERTY, PLANT AND EQUIPMENT, NET .......       5,475,000     5,569,000

OTHER ASSETS .............................         774,000       680,000
                                               -----------   -----------

                                               $27,387,000   $27,584,000
                                               ===========   ===========


LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
   Accounts payable and accrued expenses..     $ 2,154,000   $ 2,254,000
   Deferred income .......................       1,116,000     1,098,000
   Income taxes payable ..................         387,000       410,000
                                               -----------   -----------

      Total current liabilities ..........       3,657,000     3,762,000

LONG-TERM DEBT, NET OF CURRENT MATURITIES.       1,406,000     1,417,000

DEFERRED TAXES ...........................          54,000        54,000

SHAREHOLDERS' EQUITY .....................      22,270,000    22,351,000
                                               -----------   -----------

                                               $27,387,000   $27,584,000
                                               ===========   ===========
</TABLE>




See accompanying notes to condensed consolidated financial statements.


<PAGE>   4








                                 CEM CORPORATION
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                       1996            1995
                                                   -----------     -----------
<S>                                                <C>             <C>        
Net sales .....................................    $ 6,610,000     $ 7,461,000
Cost of goods sold ............................      3,058,000       3,194,000
                                                   -----------     -----------
    Gross profit ..............................      3,552,000       4,267,000

Selling, general and administrative expenses ..      2,772,000       2,658,000
Research and development expenses .............        658,000         700,000
                                                   -----------     -----------
    Income from operations ....................        122,000         909,000

Investment income .............................         94,000         102,000
Other income , net ............................        (52,000)         31,000
                                                   -----------     -----------
    Income before income taxes ................        164,000       1,042,000

Provision for income taxes ....................         58,000         365,000
                                                   -----------     -----------
                                                                   
    Net income ................................    $   106,000     $   677,000
                                                   ===========     ===========

Net income per common and
    common equivalent share ...................    $       .03     $       .18
                                                   ===========     ===========

Weighted average common and
    common equivalent shares outstanding ......      3,609,000       3,748,000
                                                   ===========     ===========
</TABLE>




See accompanying notes to condensed consolidated financial statements.


<PAGE>   5



                                 CEM CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
             FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1996 AND 1995
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                          1996            1995
                                                       -----------     -----------
<S>                                                    <C>             <C>         
NET CASH PROVIDED BY (USED IN)
    OPERATING ACTIVITIES ...........................   $   712,000     $  (164,000)
                                                       -----------     -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Sale of available-for-sale investments .........       500,000         500,000
    Sale of held-to-maturity investments ...........          --         1,000,000
    Purchase of available-for-sale investments .....          --        (1,000,000)
    Purchase of long-term investment ...............      (250,000)           --
    Acquisition of intangibles .....................      (129,000)        (31,000)
    Capital expenditures, net ......................      (148,000)       (268,000)
                                                       -----------     -----------
        Net cash (used in) provided by
             investing activities ..................       (27,000)        201,000
                                                       -----------     -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
    Proceeds from issuance of common stock .........       142,000         206,000
    Repurchase of common stock .....................      (348,000)       (397,000)
                                                       -----------     -----------
          Net cash used in financing activities ....      (206,000)       (191,000)
                                                       -----------     -----------

EFFECTS OF EXCHANGE RATES ON CASH ..................         2,000          (1,000)
                                                       -----------     -----------

Net increase (decrease) in cash
    and cash equivalents ...........................       481,000        (155,000)
Cash and cash equivalents at
    beginning of period ............................     1,832,000       2,078,000
                                                       -----------     -----------

Cash and cash equivalents at end of period .........   $ 2,313,000     $ 1,923,000
                                                       ===========     ===========
</TABLE>




See accompanying notes to condensed consolidated financial statements.


<PAGE>   6


                                 CEM CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)


1.  BASIS OF PRESENTATION

The financial information included herein is unaudited; however, such
information reflects all adjustments (consisting of normal recurring
adjustments) which are, in the opinion of management, necessary for a fair
presentation of results for the interim periods. The results of operations for
the three months ended September 30, 1996 are not necessarily indicative of the
results that may be expected for the year ended June 30, 1997.


2.  INVENTORIES

The components of inventories at current cost at September 30 and June 30, 1996
are as follows:
<TABLE>
<CAPTION>
                                            September 30    June 30
                                            -----------   -----------
<S>                                         <C>           <C>        
Parts and raw materials .................   $ 3,316,000   $ 2,974,000
Work-in-process and finished goods ......     2,809,000     2,665,000
                                            -----------   -----------
                                            $ 6,125,000   $ 5,639,000
                                            ===========   ===========
</TABLE>


3.  NET INCOME PER SHARE

The computation of net income per common share is based on the weighted average
number of common shares outstanding for each period after adding dilutive common
stock equivalents. Common stock equivalents consist of dilutive stock options
using the treasury stock method. Fully diluted net income per share is not
presented because it approximates net income per common share.


4.  NEW PRONOUNCEMENT

The Financial Accounting Standards Board has issued Statement of Financial
Accounting Standards No. 123 "Accounting for Stock-Based Compensation" (SFAS No.
123), which is effective for years beginning after December 15, 1995. SFAS No.
123 encourages, but does not require, companies to recognize compensation
expense for grants of common stock, stock options, and other equity instruments
to employees based upon the fair value of the instruments when issued. Companies
electing not to recognize compensation expense are required to disclose what net
income and earnings per share would have been if the expense were recognized.
The Company has elected the disclosure option of SFAS No. 123 rather than
recognition of compensation expense.

<PAGE>   7

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


The following table sets forth, for the three-month periods indicated, the
percentages which certain components of the condensed consolidated statements of
income bear to net sales and the percentage of change of such components from
the same period of the prior year.

<TABLE>
<CAPTION>

                                                                                    Three Months Ended
                                                                  -------------------------------------------------------
                                                                      9/30/96             9/30/95               % Change
                                                                  -----------------  ----------------  -------------------

<S>                                                                      <C>                <C>                 <C>      
Net sales......................................................          100.0  %           100.0  %            (11.4)  
Cost of goods sold.............................................           46.3               42.8                (4.3)
                                                                  -----------------  ----------------
       GROSS PROFIT............................................           53.7               57.2               (16.8)

Selling, general and administrative expenses...................           41.9               35.6                 4.3
Research and development expenses..............................           10.0                9.4                (6.0)
                                                                  -----------------  ----------------
       INCOME FROM OPERATIONS..................................            1.8               12.2               (86.6)

Investment income..............................................            1.5                1.4                (7.8)
Other income, net..............................................           (0.8)               0.4              (267.7)
                                                                  -----------------  ----------------
       INCOME BEFORE INCOME TAXES..............................            2.5               14.0               (84.3)

Provision for income taxes.....................................            0.9                4.9               (84.1)
                                                                  -----------------  ----------------
       NET INCOME..............................................            1.6  %             9.1  %            (84.3)
                                                                  =================  ================
</TABLE>


RESULTS OF OPERATIONS

Decline in sales primarily resulted from continued weakness in governmental and
environmental applications in the U.S. Management does not expect U.S.
governmental or environmental markets to strengthen in the near term. The
Company also experienced declines in international markets due to weakness in
economies, particularly in Germany. Foreign sales increased as a percent of
total sales from 46% to 47% due primarily to the sluggish U.S. market.

Gross profit declined due primarily to costs associated with the disposal of
obsolete service parts and expected increase in warranty costs related to new
products. Also, the Company experienced an increase in sales to foreign
distributors as a percent of total sales which generally have lower margins than
U.S. sales and a decline in foreign subsidiaries' sales as a percent of total
sales which generally have higher margins than U.S. sales.

Selling, general and administrative expenses increased primarily due to
increased advertising and promotion efforts and expenses related to the longer
term development of international markets. Research and development remained
relatively consistent with the prior year and reflects the Company's continued
commitment to new product development and enhancements. The Company expects
these expenses to remain between 8% and 10% of net sales for the foreseeable
future.

Other expenses relate primarily to interest expense that was offset in the prior
year by foreign exchange gains.


<PAGE>   8

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


RESULTS OF OPERATIONS (CONTINUED)

The Company's effective tax rate did not change significantly and approximated
the federal statutory rate. With the extension of the Research and
Experimentation tax credit, management does not expect the rate to change
significantly in fiscal 1997.

FINANCIAL CONDITION

In the first quarter of 1997, the Company generated income from operations of
approximately $120,000. The decline in accounts receivable is primarily due to
lower revenue for the quarter. The increase in inventory is primarily
attributable to the Company's new product, the STAR(TM) system.

During the three months ended September 30, 1996, the Company used approximately
$350,000 to acquire 32,200 shares of the Company's common stock under the stock
repurchase program. As of September 30, 1996, approximately $2.5 million remains
authorized for the repurchase of the Company's common stock.

Management believes that working capital, planned capital expenditures, debt
servicing and stock repurchases can be funded currently with cash on hand and
cash generated from operations. The Company has never paid, and does not
anticipate paying, cash dividends in the foreseeable future.

The Company expects some recovery in subsequent periods due to seasonal factors,
however earnings for fiscal 1997 as a whole are expected to be substantially
lower than a year ago. The preceding forward looking statement is subject to the
following cautionary statement.

CAUTIONARY STATEMENT

The following cautionary statement identifies important factors that could cause
the Company's actual results to differ materially from those projected in
forward-looking statements made by or on behalf of the company. Except for the
historical information contained herein, the matters discussed in "Management's
Discussion and Analysis of Results of Operations and Financial Condition" are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. These cautionary statements are made pursuant to
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, both enacted pursuant to the Private Securities Litigation
Reform Act of 1995.

The industry in which the Company competes, as well as the markets that it
serves, are characterized by cyclical market patterns as a consequence of, among
other things, business cycles, foreign exchange fluctuations, regulatory
changes, government spending levels and general economic conditions. These
factors affect the timing of orders from the Company's customers and cause
substantial variations in sales and profitability from quarter to quarter.
Likewise, supplier-related delays in the release of orders may affect
quarter-to-quarter sales and profitability. The Company's sales may also be
adversely affected by direct and indirect competition from third parties
including, but not limited to, legal challenges to existing patents or pending
patent applications.

<PAGE>   9

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


FINANCIAL CONDITION (CONTINUED)

Demand for the Company's instrumentation is substantially affected by the
enactment, timing, extent and severity of state, federal and foreign laws
governing environmental testing standards as well as product labeling
requirements including foods and pharmaceuticals. The Company has and may
experience fluctuations in sales of such products as well as in demand for
particular product enhancements as a result of actual or perceived changes in
regulatory requirements. Legislation or regulations resulting in the development
or expansion of acceptance standards for specific testing methods has and may
result in periodic delays in sales, especially in the United States. Conversely,
increases in international sales have resulted, and may result in the future,
from less stringent or nonexistent acceptance standards in a given country.

Moreover, the Company's success is dependent on its ability to continue to
develop and engineer high-quality, high-performance products that are
commercially acceptable. Risks associated with new product development include
market acceptance, competition from other products and the Company's ability to
manufacture and market products on an efficient and timely basis at a reasonable
cost and in sufficient volume.


PART II. OTHER INFORMATION


ITEMS 1, 2, 3, 4 and 5 are not applicable and are omitted.


ITEM 6.   Exhibits and Reports on Form 8-K

             (a) Exhibits:

                  (11)     Statement of Computation of Earnings per Share

                  (27)     Financial Data Schedule (filed in electronic format
                           only) This schedule shall not be deemed filed for
                           purposes of Section 11 of the Securities Act of 1933
                           or Section 18 of the Securities Exchange Act of 1934
                           or otherwise be subject to the liabilities of such
                           sections, nor shall it be deemed a part of any
                           registration statement to which it relates.


              (b) Reports on Form 8-K:

                    No Reports on Form 8-K were filed during the quarter ended
                    September 30, 1996.

<PAGE>   10



                                 CEM CORPORATION
                                    SIGNATURE


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.



Date: November 12, 1996                             CEM CORPORATION

                                                 BY: /s/ Richard N. Decker
                                                     -----------------------
                                                    Richard N. Decker
                                                    Secretary, Treasurer and
                                                      Chief Financial Officer

<PAGE>   11



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

                                    EXHIBITS

                                    ITEM 6(A)

                          Quarterly Report on Form 10-Q


For the quarter ended September 30, 1996        Commission File Number: 0-15383


                                 CEM CORPORATION
                                  EXHIBIT INDEX

Exhibit Number:            Exhibit Description
---------------            -------------------

      11                   Computation of Earnings per Share
      27                   Financial Data Schedule (filed in electronic format
                                                    only)