UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       Washington, D.C. 20549
                              FORM 10-Q

(Mark One)

[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OFTHE
     SECURITIES EXCHANGE ACT OF 1934

        For the quarterly period ended September 30, 2010

[ ]  TRANSITION  REPORT  PURSUANT  TO SECTION 13 OR 15(d)OF
     THE EXCHANGE ACT

For the transition period from ___________ to _____________

              Commission file number 000-15888

                  IGENE Biotechnology, Inc.
    ______________________________________________________
    (Exact name of registrant as specified in its charter)


                Maryland                       52-1230461
 ________________________________________ ____________________
 (State or other jurisdiction of          (I.R.S. Employer
  incorporation or organization)           Identification No.)

      9110 Red Branch Road, Columbia, Maryland 21045-2024
      ___________________________________________________
           (Address of principal executive offices)

                        (410) 997-2599
      ____________________________________________________
      (Registrant's telephone number, including area code)

                            None
      ____________________________________________________
      (Former name, former address and former fiscal year,
                 if changed since last report)

Indicate  by check mark whether the registrant (1) has filed  all
reports  required  to be filed by Section  13  or  15(d)  of  the
Securities  Exchange Act of 1934 during the preceding  12  months
(or  for such shorter period that the registrant was required  to
file  such  reports),  and (2) has been subject  to  such  filing
requirements for the past 90 days.

Yes  [X]     No   [ ]

Indicate  by  check  mark  whether  the  registrant  is  a  large
accelerated filer, an accelerated filer, a non-accelerated filer,
or  a  smaller reporting company.  See the definitions of  "large
accelerated  filer," "accelerated filer" and  "smaller  reporting
company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer  [ ]    Accelerated filer          [ ]
Non-accelerated filer    [ ]    Smaller reporting company  [X]


Indicate by check mark whether the registrant is a shell  company
(as defined in Rule 12b-2 of the Exchange Act).

Yes  [ ]    No   [X]

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date:

There  were 1,565,404,297 shares of common stock, par value $.01,
_________________________________________________________________
issued and outstanding as of November 9, 2010.
_____________________________________________

                                 (i)
<PAGE>

                              FORM 10-Q
                      IGENE Biotechnology, Inc.


                                INDEX



PART I    -    FINANCIAL INFORMATION

                                                                     Page

     Consolidated Balance Sheets ................................... 1

     Consolidated Statements of Operations (Unaudited) ............. 2

     Consolidated Statement of Stockholders' Deficiency (Unaudited). 3

     Consolidated Statements of Cash Flows (Unaudited) ............. 4

     Notes to Consolidated Financial Statements (Unaudited) ........ 5-7

     Management's Discussion and Analysis of Financial
     Conditions and Results of Operations .......................... 8-12

     Controls and Procedures ....................................... 13

PART II   -     OTHER INFORMATION .................................. 14-15

SIGNATURES ......................................................... 16

EXHIBIT INDEX ...................................................... 17




                                (ii)
<PAGE>


           IGENE BIOTECHNOLOGY, INC. QUARTERLY REPORT
UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934



                              (iii)

<PAGE>
<TABLE>
<CAPTION>

Item 1.   Financial Statements

                                 IGENE Biotechnology, Inc.  and Subsidiary
                                        Consolidated Balance Sheets

                                                                  September 30,     December 31,
                                                                          2010             2009
                                                                _______________  _______________
                                                                  (Unaudited)
<S>                                                             <C>              <C>
ASSETS
CURRENT ASSETS
  Cash and cash equivalents                                     $      269,290   $    1,295,222
  Accounts receivable                                                    1,929            1,929
  Due from Naturxan                                                  2,170,433        2,318,085
  Prepaid expenses and other current assets                                 76           44,452
                                                                _______________  _______________
     TOTAL CURRENT ASSETS                                            2,441,728        3,659,688

  Property and equipment, net                                          746,964          852,894
  5 year non-compete, net                                               69,289           92,386
  Intellectual property                                                149,670          149,670
  Other assets                                                           5,125            5,125
                                                                _______________  _______________
     TOTAL ASSETS                                               $    3,412,776   $    4,759,763
                                                                ===============  ===============
LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT LIABILITIES
  Accounts payable and accrued expenses                         $      517,118   $      465,405
  Guarantee in debt of Naturxan                                      1,612,500        1,094,502
                                                                _______________  _______________
     TOTAL CURRENT LIABILITIES                                       2,129,618        1,559,907

LONG-TERM DEBT
  Notes payable                                                        363,874          363,874
  Contingent liability on joint venture separation                   5,000,000        5,000,000
  Accrued interest                                                     359,299          338,059

REDEEMABLE PREFERRED STOCK
  Carrying amount of redeemable preferred stock, 8% cumulative,
  convertible, voting, series A, $0.01 par value per share.
  Stated value $22.08 and $21.60, respectively.  Authorized
  1,312,500 shares; issued and outstanding 11,134 shares.              245,839          240,494
                                                                _______________  _______________
     TOTAL LIABILITIES                                               8,098,630        7,502,334
                                                                _______________  _______________

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' DEFICIENCY
  Common stock --- $0.01 par value per share. Authorized
  3,000,000,000 shares; issued and outstanding 1,565,404,297
  shares and 1,560,404,297 shares, respectively.                    15,654,043       15,604,043
  Additional paid-in capital                                        34,466,645       34,466,645
  Accumulated deficit                                              (54,859,011)     (52,871,515)
  Other comprehensive income                                            52,469           58,256
                                                                _______________  _______________
     TOTAL STOCKHOLDERS' DEFICIENCY                                 (4,685,854)      (2,742,571)
                                                                _______________  _______________

     TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY             $    3,412,776   $    4,759,763
                                                                ===============  ===============




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

</TABLE>

                               -1-
<TABLE>
<CAPTION>

                                     IGENE Biotechnology, Inc. and Subsidiary
                                      Consolidated Statements of Operations
                                                 (Unaudited)


                                                            Three months ended            Nine months ended
                                                      ____________________________  ____________________________
                                                      September 30,  September 30,  September 30,  September 30,
                                                              2010           2009           2010           2009
                                                      _____________  _____________  _____________  _____________
<S>                                                   <C>            <C>            <C>            <C>
REVENUE
_______
  Sales                                               $        ---   $  1,115,789   $        ---   $  3,953,099
  Cost of sales                                                ---        461,471            ---      2,978,383
                                                      _____________  _____________  _____________  _____________

GROSS PROFIT                                                   ---        654,318            ---        974,716

LOSS OF JOINT VENTURE                                     (530,061)      (420,342)    (1,618,782)      (978,428)
                                                      _____________  _____________  _____________  _____________

OPERATING EXPENSES
__________________
  Marketing and selling                                     79,553         97,780        431,460        284,164
  Research and development                                 527,646        442,334      1,510,452      1,320,849
  General and administrative                                61,973        162,070        214,541        644,229
  Operating expenses reimbursed by Joint Venture          (573,731)      (619,419)    (1,786,782)           ---
                                                      _____________  _____________  _____________  _____________

     TOTAL OPERATING EXPENSES                               95,441         82,765        369,671        722,986
                                                      _____________  _____________  _____________  _____________

     OPERATING PROFIT (LOSS)                              (625,502)       151,211     (1,988,453)      (726,698)


OTHER INCOME                                                 8,500            ---         22,292      1,026,642

INTEREST EXPENSE                                           (10,234)       (36,403)       (21,335)       (54,304)
                                                      _____________  _____________  _____________  _____________

     NET INCOME (LOSS)                                $   (627,236)  $    114,808   $ (1,987,496)  $    245,640
                                                      _____________  _____________  _____________  _____________

OTHER COMPREHENSIVE INCOME (LOSS)

  Foreign exchange translation                               2,502         (8,716)        (5,787)        57,370


TOTAL COMPREHENSIVE INCOME (LOSS)                     $   (624,734)  $    106,092   $ (1,993,283)  $    303,010
                                                      =============  =============  =============  =============

BASIC AND DILUTED NET INCOME (LOSS) PER COMMON SHARE  $      (0.00)  $      (0.00)  $       0.00   $       0.00
                                                      =============  =============  =============  =============


WEIGHTED AVERAGE SHARES OUTSTANDING                   1,565,404,297  1,553,572,701  1,564,488,546  1,530,321,918
                                                      =============  =============  =============  =============




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

</TABLE>
                               -2-

<TABLE>
<CAPTION>
                                             IGENE Biotechnology, Inc. and Subsidiary
                                        Consolidated Statement of Stockholders' Deficiency
                                                           (Unaudited)



                                                                   Additional                       Other          Total
                                              Common Stock          Paid-in      Accumulated    Comprehensive   Stockholders'
                                            (shares/amount)         Capital        Deficit         Income        Deficiency
                                      __________________________  ___________  ______________  ______________  ______________
<S>                                   <C>            <C>          <C>          <C>             <C>             <C>
Balance at January 1, 2010            1,560,404,297  $15,604,043  $34,466,645  $ (52,871,515)  $      58,256   $  (2,742,571)

Shares issued for services                5,000,000       50,000          ---            ---             ---          50,000

Loss due to currency translation                ---          ---          ---            ---          (5,787)         (5,787)

Net loss for the nine months
  ended September 30, 2010                      ---          ---          ---     (1,987,496)            ---      (1,987,496)
                                      _____________  ___________  ___________  ______________  ______________  ______________

Balance at September 30, 2010         1,565,404,297  $15,654,043  $34,466,645  $ (54,859,011)  $      52,469   $  (4,685,854)
                                      =============  ===========  ===========  ==============  ==============  ==============



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

</TABLE>


                               -3-

<TABLE>
<CAPTION>
                             IGENE Biotechnology, Inc. and Subsidiary
                              Consolidated Statements of Cash Flows
                                          (Unaudited)

                                                                             Nine months ended
                                                                      ______________________________
                                                                      September 30,    September 30,
                                                                              2010             2009
                                                                      _____________    _____________
<S>                                                                   <C>              <C>
Cash flows from operating activities
  Net income (loss)                                                   $ (1,987,496)    $    245,640
  Adjustments to reconcile net income (loss) to net cash provided
  by (used in) operating activities:
     Depreciation                                                          113,043          124,774
     Increase in preferred stock for cumulative dividends
       classified as interest                                                5,344            5,336
     Advances to Joint Venture                                            (953,132)        (302,188)
     Shares issued for services                                             50,000              ---
     Amortization of customer contracts and non-compete                     23,097           23,097
     Loss of Joint Venture                                               1,618,782          978,428
     Gain on forgiveness of debt                                               ---       (1,025,741)

     Decrease (increase) in:
        Accounts receivable                                                    ---        1,012,165
        Inventory                                                              ---        2,398,521
        Prepaid expenses and other current assets                           44,376           (3,309)

     Increase (decrease) in:
        Accounts payable and accrued expenses                               72,954       (2,884,801)
                                                                      _____________    _____________

  Net cash provided by (used in) operating activities                   (1,013,032)         571,920
                                                                      _____________    _____________

Cash flows from investing activities
  Purchase of equipment                                                     (7,461)        (195,863)
  Sale of equipment                                                            348              ---
                                                                      _____________    _____________

  Net cash used in investing activities                                     (7,113)        (195,863)
                                                                      _____________    _____________

Cash flows from financing activities
  Net cash provided by financing activities                                    ---              ---
                                                                      _____________    _____________

Gain (loss) due to currency translation                                     (5,787)          57,370

Net increase (decrease) in cash and cash equivalents                    (1,025,932)         433,427

  Cash and cash equivalents at beginning of period                       1,295,222        1,488,011
                                                                      _____________    _____________

  Cash and cash equivalents at end of period                          $    269,290     $  1,921,438
                                                                      =============    =============

Supplementary disclosure and cash flow information
__________________________________________________

Cash paid for interest                                                $        ---     $        ---
Cash paid for income taxes                                                     ---              ---

See Note (4) for non-cash investing and financing activities.



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

</TABLE>
                               -4-

            IGENE Biotechnology, Inc. and Subsidiary
           Notes to Consolidated Financial Statements
                           (Unaudited)

(1)  Unaudited Consolidated Financial Statements

     The  September  30, 2010, consolidated financial  statements
     presented  herein  are  unaudited, and  in  the  opinion  of
     management,  include  all adjustments  (consisting  only  of
     normal recurring accruals) necessary for a fair presentation
     of financial position, results of operations and cash flows.
     Such  financial  statements  do  not  include  all  of   the
     information  and footnote disclosures normally  included  in
     financial  statements prepared in accordance with accounting
     principles  generally  accepted  in  the  United  States  of
     America.  This Quarterly Report on Form 10-Q should be  read
     in conjunction with the Annual Report on Form 10-K for IGENE
     Biotechnology, Inc. ("Igene" or the "Company") for the  year
     ended   December   31,   2009.   The  December   31,   2009,
     consolidated  balance  sheet is  derived  from  the  audited
     balance sheet included therein.

(2)  Nature of Operations

     Igene  was incorporated in the State of Maryland on  October
     27,   1981,  to  develop,  produce  and  market  value-added
     specialty  biochemical products.  Igene  is  a  supplier  of
     natural astaxanthin, an essential nutrient in different feed
     applications  and  a source of pigment for  coloring  farmed
     salmon   species.   Igene  is  also  venturing   to   supply
     astaxanthin as a nutraceutical ingredient.  Igene is focused
     on  research  and  development in the areas of  fermentation
     technology,  nutrition  and  health  and  the  marketing  of
     products and applications worldwide.  Igene is the developer
     of  Aquasta(R),  a  natural  astaxanthin  product  made from
     yeast,  which  is  used  as a source of pigment for coloring
     farmed salmonids.

     Igene  has  devoted  its  resources to  the  development  of
     proprietary  processes to convert selected agricultural  raw
     materials  or feedstocks into commercially useful  and  cost
     effective   products  for  the  food,   feed,   flavor   and
     agrochemical industries.  In developing these processes  and
     products,  Igene has relied on the expertise and  skills  of
     its  in-house  scientific staff and, for  special  projects,
     various consultants.

     In 2000, Igene formed a wholly-owned subsidiary, Igene Chile
     Comercial, Ltda., in Chile.  The subsidiary has a sales  and
     customer  service  office  in Puerto  Varas,  Chile,  and  a
     product warehouse in Puerto Montt, Chile.

     In  an  effort to develop a dependable source of production,
     on  March  19,  2003,  Tate & Lyle PLC  ("Tate")  and  Igene
     announced  a  50:50  joint venture to produce Aquasta(R) for
     the aquaculture industry, which we refer to  as  the  "Joint
     Venture."     Production   utilized   Tate's    fermentation
     capability together with the unique technology developed  by
     Igene.  Part of Tate's existing citric acid facility located
     in Selby, England, was modified to include the production of
     this    product.    Tate's   investment   of   approximately
     $24,600,000  included  certain of its facility  assets  that
     were  used  in citric acid production.  Igene's contribution
     to  the  Joint Venture, including its intellectual  property
     and  its  subsidiary in Chile, was valued by the parties  as
     approximately equal to Tate's contribution.  For  accounting
     purposes,  Igene's  accounting contribution  was  valued  at
     zero.

     On  October  31,  2007,  Igene  and  Tate  entered  into   a
     Separation  Agreement pursuant to which  the  Joint  Venture
     Agreement   was  terminated.   As  part  of  the  Separation
     Agreement, Igene sold to Tate its 50% interest in the  Joint
     Venture and the Joint Venture sold to Igene its intellectual
     property,  inventory and certain assets  and  lab  equipment
     utilized by the Joint Venture, as well as Igene's subsidiary
     in Chile.   The purchase price paid by Tate to Igene for its
     50%  interest  in  the Joint Venture was 50%  of  the  Joint
     Venture's net working capital.  The purchase price  paid  by
     Igene  for the inventory was an amount equal to 50%  of  the
     Joint  Venture's  net  working capital,  the  assumption  of
     various  liabilities  and the current market  price  of  the
     inventory,  less  specified  amounts.   In  addition,  Igene
     agreed to pay to Tate an amount equal to 5% of Igene's gross
     revenues  from the sale of astaxanthin up to  a  maximum  of
     $5,000,000.  Tate agreed for a period of five years  not  to
     engage in the astaxanthin business.

     On  January  8,  2009, Igene entered into an agreement  with
     Archer-Daniels-Midland Company ("ADM") pursuant to which the
     Company  and  ADM formed a joint venture (the "ADM  JV")  to
     manufacture  and  sell astaxanthin and  derivative  products
     throughout the world.  Each of the Company and ADM has a 50%
     ownership   interest   in  the  ADM   JV   and   has   equal
     representation on the Board of Managers of the ADM JV.


                               -5-

            IGENE Biotechnology, Inc. and Subsidiary
           Notes to Consolidated Financial Statements
                           (Unaudited)
                           (continued)

(3)  Noncash Investing and Financing Activities

     During the  nine months ended September 30, 2010  and  2009,
     the Company recorded in each quarter dividends in arrears on
     8% redeemable preferred stock accumulating at $.16 per share
     aggregating to $5,344 and $5,336, respectively.

(4)  Stockholders' Deficiency

     As of  September 30, 2010, 22,268 shares of  authorized  but
     unissued  common  stock  were  reserved   for   issue   upon
     conversion of the Company's outstanding preferred stock.

     As of  September 30, 2010, 656,428 shares of authorized  but
     unissued common  stock were reserved  for  the  exercise  of
     outstanding warrants.

(5)  Basic and Diluted Net Loss per Common Share

     Basic and  diluted net loss per common share for the  three-
     month period ended September 30, 2010 and 2009, are based on
     1,565,404,297  and 1,553,572,701, respectively,  of weighted
     average  common  shares outstanding.  Basic and diluted  net
     loss  per  common  share for the nine-months ended September
     30,   2010   and   2009,  are  based on  1,564,488,546   and
     1,530,321,918,  respectively,  of weighted  average   common
     shares  outstanding.    No adjustment has been made for  any
     common  stock  equivalents outstanding because their effects
     would  be  antidilutive.  As of September 30, 2010 and 2009,
     potentially   dilutive  shares  totaled   1,566,082,993  and
     1,561,082,993, respectively.

(6)  Going Concern

     Igene has incurred net losses in each year of its existence,
     aggregating approximately  $54,859,000  from  inception   to
     September 30,  2010 and as of September  30,  2010,  Igene's
     liabilities exceeded its assets by approximately $4,686,000.
     These factors  indicate  that  Igene  may  not  be  able  to
     continue in existence unless it is able to raise  additional
     capital and attain profitable operations.

     On January  8,  2009, Igene entered into an  agreement  with
     Archer-Daniels-Midland Company ("ADM") pursuant to which the
     Company  and  ADM formed the ADM JV to manufacture and  sell
     astaxanthin  and derivative products throughout  the  world.
     Each of the Company and ADM has a 50% ownership interest  in
     the ADM  JV  and has equal representation on  the  Board  of
     Managers of the ADM JV.

(7)  Naturxan LLC

     ADM has  provided a working line of credit  to  the  ADM  JV
     bearing interest at the rate of 4% in excess of the one year
     LIBOR.  As part of the ADM JV agreement both Igene  and  ADM
     agreed to provide a Guarantee for 50% of the indebtedness of
     the  new  venture  Naturxan,  LLC,  up  to  $1,612,500.  The
     $2,170,433  due  from  Naturxan is for services  provided by
     Igene  to the ADM JV.  Excess losses over the Guarantee have
     been  offset  against  these service fees.   These  fees are
     payable  within  30  days  of the  receipt  of  the invoice.
     Unpaid invoices will accrue interest at the six month LIBOR.

     Manufacturing is  underway at the ADM facility.   Management
     expects continued dependable production.  As of the  end  of
     the third  quarter of 2010, Igene has not made an investment
     in the ADM JV.








                               -6-

            IGENE Biotechnology, Inc. and Subsidiary
           Notes to Consolidated Financial Statements
                           (Unaudited)
                           (continued)

(8)  Forgiveness of Debt

     The September 30, 2009 financials reflect the recording of a
     gain of $1,025,741. This is a one-time occurrence related to
     a  liability  recorded  in  a prior  period  related  to the
     termination  of  the  Joint Venture with  Tate  &  Lyle.  On
     February  26,  2009, Igene signed a settlement  agreement of
     past  obligations and made a final payment to Tate & Lyle in
     the  amount  of $714,227.  At the termination  of  the Joint
     Venture, Igene recorded liabilities of $890,000 for payments
     of past payables of the Joint Venture as well as $51,000 for
     costs related  to  collection of receivables  of  the  Joint
     Venture.  The expense was recorded when it was thought Igene
     could  be liable for such amount.  Apart from the $5,000,000
     liability related to future revenue (see Note 2), Igene  has
     fulfilled all of its payment obligations to Tate & Lyle.

(9)  Issuance of Restricted Shares

     On June 16, 2009, the Board of Directors of Igene approved a
     repurchase  of  all  outstanding employee stock  options and
     warrants.   It  was  agreed to repurchase 51,425,000 options
     and  warrants,  using 41,900,456 shares of restricted stock.
     Holders   of   options  and  warrants  were   contacted  and
     agreements  were  reached.  On July  16,  2009,  shares were
     issued and options and warrants were cancelled.

     The Company's Compensation Committee and Board of  Directors
     recommended the issuance of 5,000,000 shares of Common Stock
     of  Igene Biotechnology, Inc. (par value $.01 per share), at
     $.01 per share, the market price on February 19, 2010 to its
     Manufacturing  Consultant, Joseph Downs, in  recognition for
     his  work in helping to facilitate the production process at
     the  new  facility.  These shares were issued  in  the first
     quarter of 2010, and they were expensed as part of marketing
     and selling expense in the period.


                               -7-

            IGENE Biotechnology, Inc. and Subsidiary
             Management's Discussion and Analysis of
          Financial Condition and Results of Operations

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

CAUTIONARY STATEMENTS FOR PURPOSES OF "SAFE HARBOR PROVISIONS" OF
THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995:

EXCEPT  FOR  HISTORICAL  FACTS, ALL  MATTERS  DISCUSSED  IN  THIS
REPORT, WHICH ARE FORWARD LOOKING, INVOLVE A HIGH DEGREE OF  RISK
AND  UNCERTAINTY.  CERTAIN STATEMENTS IN THIS  REPORT  SET  FORTH
MANAGEMENT'S   INTENTIONS,   PLANS,  BELIEFS,   EXPECTATIONS   OR
PREDICTIONS  OF THE FUTURE BASED ON CURRENT FACTS  AND  ANALYSES.
WHEN   WE   USE  THE  WORDS  "BELIEVE,"  "EXPECT,"  "ANTICIPATE,"
"ESTIMATE,"  "INTEND"  OR  SIMILAR  EXPRESSIONS,  WE  INTEND   TO
IDENTIFY FORWARD-LOOKING STATEMENTS.  YOU SHOULD NOT PLACE  UNDUE
RELIANCE ON THESE FORWARD-LOOKING STATEMENTS.  ACTUAL RESULTS MAY
DIFFER MATERIALLY FROM THOSE INDICATED IN SUCH STATEMENTS, DUE TO
A  VARIETY OF FACTORS, RISKS AND UNCERTAINTIES.  POTENTIAL  RISKS
AND  UNCERTAINTIES INCLUDE, BUT ARE NOT LIMITED  TO,  COMPETITIVE
PRESSURES FROM OTHER COMPANIES WITHIN THE BIOTECH AGRICULTURE AND
AQUACULTURE  INDUSTRIES,  ECONOMIC CONDITIONS  IN  THE  COMPANY'S
PRIMARY  MARKETS,  EXCHANGE  RATE FLUCTUATIONS,  REDUCED  PRODUCT
DEMAND,  INCREASED  COMPETITION, INABILITY  TO  PRODUCE  REQUIRED
CAPACITY, UNAVAILABILITY OF FINANCING, GOVERNMENT ACTION, WEATHER
CONDITIONS  AND OTHER UNCERTAINTIES, INCLUDING THOSE DETAILED  IN
"RISK  FACTORS"  THAT  ARE  INCLUDED  FROM  TIME-TO-TIME  IN  THE
COMPANY'S  SECURITIES  AND  EXCHANGE  COMMISSION  FILINGS.    THE
COMPANY  ASSUMES NO DUTY TO UPDATE FORWARD-LOOKING STATEMENTS  TO
REFLECT   EVENTS  OR  CIRCUMSTANCES  AFTER  THE  DATE   OF   SUCH
STATEMENTS.


Critical Accounting Policies

     Except  as otherwise provided herein, the preparation of our
financial  statements  in conformity with  accounting  principles
generally  accepted  in the United States  (or  "GAAP")  requires
management  to  make  judgments, assumptions and  estimates  that
affect  the  amounts  reported in our  financial  statements  and
accompanying notes.  Actual results could differ materially  from
those  estimates.  The following are critical accounting policies
important  to  our financial condition and results of  operations
presented  in the financial statements and require management  to
make judgments and estimates that are inherently uncertain:

     The  inventories  are stated at the lower of cost or market.
Cost  is  determined  using  a weighted-average  approach,  which
approximates the first-in first-out method.  If the cost  of  the
inventories  exceeds their expected market value, provisions  are
recorded  for  the  difference between the cost  and  the  market
value.  Inventories consist of currently marketed products.

     Revenue  from  product  sales are recognized when  there  is
persuasive  evidence  that an arrangement  exists,  delivery  has
occurred, the price is fixed and determinable, and collectability
is  reasonably assured.  Allowances are established for estimated
uncollectible amounts, product returns and discounts.

     The  Joint  Venture and the ADM Joint Venture was  accounted
for  under  the equity method of accounting as Igene  has  a  50%
ownership interest.

     Igene  will  recognize  the loss of the  ADM  Joint  Venture
beyond  the investment and advances to the ADM Joint Venture,  to
the point Igene maintains guarantees in the debt of the ADM Joint
Venture.

                               -8-

            IGENE Biotechnology, Inc. and Subsidiary
             Management's Discussion and Analysis of
          Financial Condition and Results of Operations
                           (Continued)

Results of Operations
_____________________

Sales and other revenue

     For  the  quarter ended September 30, 2009,  Igene  recorded
sales  in the amounts of $1,115,789.   For the nine months  ended
September  30,  2009,  Igene recorded sales  in  the  amounts  of
$3,953,099.   Sales  had  been  limited  in  past  years  due  to
insufficient  production  quantity and  limited  in  the  current
period  as source of production is being developed and production
begins  in the new ADM JV.    Management believes that  this  new
ADM JV will provide saleable product that will allow Igene to  be
competitive in the market place and allow for increased sales  in
the  future, though no assurances can be provided in this matter.
All  future sales of the ADM JV product will be recorded  through
the ADM JV.

Cost of sales and gross profit

     For  the  quarter ended September 30, 2009,  Igene  recorded
cost  of  sales  in the amount of $461,471.  This resulted  in  a
gross  profit  of $654,318, or 59%.   For the nine  months  ended
September 30, 2009, Igene recorded cost of sales in the amount of
$2,978,383, or 38%.  This resulted in a gross profit of $974,716,
or  25%.  The gross profit is due mainly to the discount in which
the  product was purchased at the conclusion of the Joint Venture
with  Tate  & Lyle.  As with sales, with the termination  of  the
Joint Venture with Tate & Lyle, there can be no assurance of  the
continued dependability of production.  Sales had been limited in
past years due to insufficient production quantity and limited in
the  current period as a source of production is being  developed
and  production  begins in the new ADM JV.   Management  believes
that this new ADM JV will provide salable product that will allow
Igene  to  be  competitive  in the market  place  and  allow  for
increased  sales  in  the future, though  no  assurances  can  be
provided  in this matter.  As a result, future cost of  sales  is
expected  to increase as a new source of production is developed.
All  future cost of sales on the ADM JV product will be  recorded
through the ADM JV.

Loss from Joint Venture with Archer-Daniels-Midland-Company

     For  the quarter ended September 30, 2010, Igene recorded  a
loss  from  the  ADM JV of $530,061.  For the nine  months  ended
September  30,  2010, Igene recorded a loss from the  ADM  JV  of
$1,618,782.  On January 8, 2009, Igene entered into an  agreement
with Archer-Daniels-Midland Company ("ADM") pursuant to which the
Company  and  ADM  formed  a  joint venture  (the  "ADM  JV")  to
manufacture   and   sell  astaxanthin  and  derivative   products
throughout  the world.  Each of the Company and  ADM  has  a  50%
ownership interest in the ADM JV and has equal representation  on
the Board of Managers of the ADM JV.

     The new ADM JV began selling product in the third quarter of
2009.   For  the  nine months ended September 30, 2010,  revenues
from  sales  of product were $7,732,443.  Cost of sales  for  the
nine  month  period  ended September 30,  2010  were  $7,533,201,
resulting  in  a  gross  profit of  $199,242,  or  3%.   Expenses
recorded by the ADM JV were $3,436,805 resulting in a net loss of
$3,237,563 for the nine months ended September 30, 2010.  Igene's
50%   interest   resulted  in  the  $1,618,782   loss   recorded.
Management  believes that this new ADM JV will  provide  saleable
product  that  will allow Igene to be competitive in  the  market
place  and  allow  for increased sales in the future,  though  no
assurances can be provided in this matter.

Marketing and selling expenses

     For  the  quarters ended September 30, 2010 and 2009,  Igene
recorded  marketing and selling expense in the amount of  $79,553
and $97,780, respectively, a decrease of $18,227 or 19%.  For the
nine  months  ended September 30, 2010 and 2009,  Igene  recorded
marketing  and  selling  expense in the amount  of  $431,460  and
$284,164, respectively, an increase of $147,296 or 52%.  With the
creation  of  the  ADM JV, responsibility for the  marketing  and
selling function is being assumed by the Joint Venture.  With the
transfer  of sales activity to the ADM JV, portions of the  Igene
sales and marketing operations are being discontinued.  This  has
pushed  these  costs  to the first half of the  year  and  it  is
expected  to normalize throughout the year.  It is expected  that
marketing  and  selling will continue to fluctuate as  activities
continue  in  order to maintain customer base through  period  of
development.  However, no assurances can be made with regard to a
new source of production or the maintenance of the customer base.
Expenses  are expected to be funded by the new ADM  JV  and  cash
flows from operations, to the extent available for such purposes.
During the nine months ended September 30, 2010, $231,330 of  the
marketing cost was reimbursed by the ADM JV.

                               -9-

            IGENE Biotechnology, Inc. and Subsidiary
             Management's Discussion and Analysis of
          Financial Condition and Results of Operations
                           (Continued)

Research, development and pilot plant expenses

     For  the  quarters ended September 30, 2010 and 2009,  Igene
recorded research and development costs in the amount of $527,646
and   $442,334,   respectively,  an  increase   of   $85,312   or
approximately 19%.  For the nine months ended September 30,  2010
and  2009, Igene recorded research and development costs  in  the
amount of $1,510,452 and $1,320,849, respectively, an increase of
$189,603  or 14%.  Research and development costs have  increased
as  Igene  works  to  support new uses for its  product.   It  is
expected  these  costs  will remain at  these  current  increased
levels   in   support  of  increasing  the  efficiency   of   the
manufacturing  process through experimentation in  the  Company's
pilot  plant,  developing higher yielding strains  of  yeast  and
other  improvements in the Company's Aquasta(R) technology as  it
prepares  to begin production in the new facility.  Expenses  are
expected  to  be  funded by the new ADM JV and  cash  flows  from
operations,  to  the extent available for such purposes.   During
the nine months ended September 30, 2010, all of the research and
development cost was reimbursed by the ADM JV.

General and administrative expenses

     General  and  administrative expenses for the quarter  ended
September   30,   2010  and  2009  were  $61,973  and   $162,070,
respectively,  a  decrease  of  $100,097  or  62%.   General  and
administrative expenses for the nine months ended  September  30,
2010  and  2009  were  $214,541  and  $644,229,  respectively,  a
decrease of $429,688 or 67%.  These costs are expected to  remain
at  such  reduced levels.  As the ADM JV continues to develop,  a
greater amount of the time, effort and processes will take  place
within  the  ADM  JV and, as such, the ADM JV  will  continue  to
absorb  portions  of the operation no longer required  at  Igene.
Additionally,    Igene  and  the ADM JV  have  worked  to  reduce
overhead  expenses  and  direct  such  savings  to  research  and
development  efforts.  A small portion of this remaining  expense
is  expected  to  be covered by the ADM JV, but the  majority  of
these  expenses  will  need  to be  funded  by  cash  flows  from
operations,  to the extent available for such purposes.   $45,000
of the 2010 general and administrative cost was reimbursed by the
ADM JV.

Expenses reimbursed by Joint Venture

     As part of the ADM JV agreement, a portion of costs incurred
by  Igene related to production, research and development,  those
related   to  the  marketing  of  Aquasta(R), as well  as   those
expenditures  related to general and administrative functions  of
the  ADM  JV  are  considered expenditures  of  the  ADM  JV  and
therefore will be reimbursed by the ADM JV.  For the nine  months
ended September 30, 2010, the ADM JV reimbursed Igene $1,786,782,
$1,510,452  for  research and development expenditures,  $231,330
for   marketing  expenditures,  and  $45,000  for   general   and
administrative expenditures.

Other income

     Igene  had  other income for the nine months ended September
30, 2009 of $1,026,642.  Of this amount, $1,025,741 is a one-time
occurrence  related to a liability recorded  in  a  prior  period
related to the termination of the Joint Venture with Tate & Lyle.
On February 26, 2009, Igene signed a settlement agreement of past
obligations and made a final payment to Tate & Lyle in the amount
of  $714,227.   At  the termination of the Joint  Venture,  Igene
recorded liabilities of $890,000 for payments of past payables of
the  Joint  Venture  as  well as $51,000  for  costs  related  to
collection of receivables of the Joint Venture.  The expense  was
recorded  when it was thought Igene could be liable for  it,  but
with  the exception of the $5,000,000 liability related to future
revenue (see Note 2), Igene has settled its debt to Tate & Lyle.

                              -10-

            IGENE Biotechnology, Inc. and Subsidiary
             Management's Discussion and Analysis of
          Financial Condition and Results of Operations
                           (Continued)

Interest expense

     Interest  expense for the quarters ended September 30,  2010
and  2009  was $10,234 and $36,403, respectively, a  decrease  of
$26,169  or 72%.   For the nine months ended September  30,  2010
and 2009, interest expense was $21,335 and $54,304, respectively,
a  decrease  of  $32,969 or 61%.  This interest expense  (net  of
interest  income) is attributable to Igene's long-term  financing
from its directors and other stockholders and interest on Igene's
subordinated and convertible debentures.

Net loss and basic and diluted net loss per common share

      As   a  result  of  the  foregoing,  the  Company  recorded
comprehensive  loss  of  $624,734  and  comprehensive  income  of
$106,092, respectively, for the quarters ended September 30, 2010
and  2009.  This represents loss of $0.00 and income of $0.00 per
basic  and  diluted  common share in each of the  quarters  ended
September 30, 2010 and 2009, respectively.  The Company  reported
comprehensive  loss  of  $1,993,283 and comprehensive  income  of
$303,010,  respectively, for the nine months ended September  30,
2010 and 2009.  This represents loss of $0.00 and income of $0.00
per  basic  and diluted common share in each of the  nine  months
ended  September 30, 2010 and 2009, respectively.   The  weighted
average   number  of  shares  of  common  stock  outstanding   of
1,565,404,297 and 1,553,572,701 for the quarters ended  September
30,  2010  and  2009, respectively, has increased  by  11,831,596
shares.  The  weighted average number of shares of  common  stock
outstanding  of  1,564,488,546 and  1,530,321,918  for  the  nine
months  ended  September  30, 2010 and  2009,  respectively,  has
increased  by  34,166,628  shares.  The increase  in  outstanding
shares resulted mainly from the shares issued in connection  with
the  repurchase of employee stock options, and shares issued  for
services by Igene's manufacturing consultant (note 9).

Financial Position
__________________

     During the nine months ended September 30, 2010 and 2009, in
addition  to  the  matters  previously discussed,  the  following
actions   also   materially  affected  the  Company's   financial
position:

   o  For  2010  most  operating activity occurred as a result of
      activity related to the ADM JV, cash position decreased  by
      $1,013,032 during the nine months ended September 30, 2010,
      the leading  factor  in  this was advances to the ADM JV of
      $953,132,  decreases   in prepaid expenses and other assets
      and  increases  in accounts payable combined to offset this
      by $117,330; and,

   o  Decreases  in inventory for the nine months ended September
      30,  2009   of   $2,398,521  and  accounts   receivable  of
      $1,012,165  were  a source of cash, offset by funds used to
      decrease   accounts   payable  and  accrued   expenses   by
      $2,884,801; and

   o  The  carrying  value  of  redeemable  preferred  stock  was
      increased  and  interest  expense recorded in the amount of
      $5,344   and   $5,336  in  2010  and   2009,  respectively,
      reflecting  cumulative  unpaid   dividends  on   redeemable
      preferred stock.

     In  December 1988, as part of an overall effort  to  contain
costs  and  conserve working capital, Igene suspended payment  of
the quarterly dividend on its preferred stock.  Resumption of the
dividend  will  require significant improvements  in  cash  flow.
Unpaid  dividends cumulate for future payment or addition to  the
liquidation  preference  or redemption  value  of  the  preferred
stock.   As of September 30, 2010, total dividends in arrears  on
Igene's preferred stock total $156,767 ($14.08 per share) and are
included in the carrying value of the redeemable preferred stock.


                                 -11-

            IGENE Biotechnology, Inc. and Subsidiary
             Management's Discussion and Analysis of
          Financial Condition and Results of Operations
                           (Continued)

Liquidity and Capital Resources
_______________________________

     Historically, Igene  has  been funded  primarily  by  equity
contributions  and loans from stockholders. As of  September  30,
2010,  Igene had working capital of $312,110, and cash  and  cash
equivalents of $269,290.

     Cash used  in  operating activities  during  the  nine-month
period ended September 30, 2010 equaled $1,013,032 as compared to
cash  provided by operating activities of $571,920 for the  nine-
month period ended September 30, 2009.

     Cash used  in  investing activities  during  the  nine-month
period  ended  September  30, 2010 and 2009  equaled  $7,112  and
$195,863, respectively, resulting from the purchase and  sale  of
equipment and advances to the ADM JV.

     No cash was used or provided by financing activities  during
the first nine months of 2010 or 2009.

     Over  the  next twelve months, Igene believes it  will  need
additional working capital.  Part of this funding is expected  to
be  received  from  sales  of Aquasta(R),  resulting in increased
cash.   Additional  funding  is  expected  through  the  ADM   JV
reimbursement of   expenses.   There  will  be  additional  delay
betwee   the  commencement  of  production  and  the  receipt  of
proceeds  from any sale  of  such product.  However, there can be
no  assurance  that projected  cash  from  sales,  or  additional
funding,  will  be  sufficient  for  Igene  to fund its continued
operations.

     The  Company   does  not  believe  that  inflation   had   a
significant  impact  on  its  operations  during  the  nine-month
periods ended September 30, 2010 and 2009.

Off-Balance Sheet Arrangements
______________________________

     There have been no material changes in the risks related  to
off-balance sheet arrangements since the Company's disclosure  in
its  Annual  Report on Form 10-K for the year ended December  31,
2009.


Item 3.   Quantitative  and  Qualitative Disclosures About Market
          Risk

     The  Company  is a smaller reporting company as  defined  by
Rule  12b-2  of the Securities Exchange Act of 1934,  as  amended
(the  "Exchange  Act"),  and  is  not  required  to  provide  the
information required under this item.




                              -12-

            IGENE Biotechnology, Inc. and Subsidiary
                     Controls and Procedures


Item 4.   Controls and Procedures

     We carried out an evaluation, under the supervision and with
the  participation  of  our management, including  our  principal
executive  officer  and  principal  financial  officer,  of   the
effectiveness  of  our  disclosure controls  and  procedures  (as
defined  in  Rules  13a-15(e) and 15d-15(e) of the  Exchange  Act
(defined  below)).   Based  upon that evaluation,  our  principal
executive officer and principal financial officer concluded that,
as  of  the  end  of  the  period covered  in  this  report,  our
disclosure controls and procedures were not effective  to  ensure
that  information required to be disclosed in reports filed under
the  Securities  Exchange Act of 1934, as amended (the  "Exchange
Act") is recorded, processed, summarized and reported within  the
required time periods and is accumulated and communicated to  our
management,   including  our  principal  executive  officer   and
principal  financial  officer, as  appropriate  to  allow  timely
decisions regarding required disclosure.

     Our  management,  including our principal executive  officer
and  principal  financial  officer,  does  not  expect  that  our
disclosure controls and procedures or our internal controls  will
guaranty the prevention of any error or fraud.  A control system,
no  matter  how  well conceived and operated,  can  provide  only
reasonable,  not absolute, assurance that the objectives  of  the
control system are met.  Further, the design of a control  system
must reflect the fact that there are resource constraints and the
benefits  of  controls  must  be  considered  relative  to  their
costs.   Due to the inherent limitations in all control  systems,
no evaluation of controls can provide absolute assurance that all
control  issues  and  instances  of  fraud,  if  any,  have  been
detected.  To  address  the  material  weaknesses,  we  performed
additional  analysis  and  other post-closing  procedures  in  an
effort  to ensure our consolidated financial statements  included
in this annual report have been prepared in accordance with GAAP.
Accordingly,  management believes that the  financial  statements
included  in this report fairly present in all material  respects
our financial condition, results of operations and cash flows for
the periods presented.

     Igene  is  undertaking to improve its internal control  over
financial  reporting  and  improve its  disclosure  controls  and
procedures.   As  of  December 31, 2009, we  had  identified  the
following  material weaknesses which still exist as of  September
30, 2010 and through the date of this report.

1.  As  of  September  30,  2010, we did not  maintain  effective
    controls over the control environment.  Specifically, we have
    not  formally adopted a written code of business conduct  and
    ethics  that  governs the Company's employees,  officers  and
    directors.    Additionally,  we  have   not   developed   and
    effectively  communicated  to our  employees  its  accounting
    policies  and  procedures.  This has resulted in inconsistent
    practices.   Further,  the  Board  of  Directors   does   not
    currently  have  any  independent  members  and  no  director
    qualifies as an independent audit committee financial  expert
    as  defined  in Item 407(d)(5)(ii) of Regulation S-B.   Since
    these  entity  level programs have a pervasive effect  across
    the   organization,  management  has  determined  that  these
    circumstances constitute a material weakness.

2.  As  of  September  30,  2010, we did not  maintain  effective
    controls  over financial statement disclosure.  Specifically,
    controls  were not designed and in place to ensure  that  all
    disclosures  required  were  originally  addressed   in   our
    financial    statements.     Accordingly,   management    has
    determined   that  this  control  deficiency  constitutes   a
    material weakness.

3.  As  of  September  30,  2010, we did not  maintain  effective
    controls  over  equity transactions.  Specifically,  controls
    were  not  designed  and  in  place  to  ensure  that  equity
    transactions were properly reflected. Accordingly, management
    has  determined  that this control deficiency  constitutes  a
    material weakness.



                              -13-

            IGENE Biotechnology, Inc. and Subsidiary
                             PART II
                        OTHER INFORMATION

Item 1.   Legal Proceedings

     There  are  no material pending legal proceedings  to  which
Igene  is  a  party  or  to which any of Igene's  properties  are
subject;  nor are there pending material bankruptcy, receivership
or  similar  proceedings with respect to  Igene;  nor  are  there
material proceedings pending or known to be contemplated  by  any
governmental authority; nor are there material proceedings  known
to  Igene,  pending  or  contemplated, in which  any  of  Igene's
directors,   officers,  affiliates  or  any  principal   security
holders, or any associate of any of the foregoing, is a party  or
has an interest adverse to us.

Item 1A.  Risk Factors

     The  Company  is a smaller reporting company as  defined  by
Rule 12b-2 of the Exchange Act and is not required to provide the
information required under this item.

Item 2.   Unregistered Sales of Equity Securities and Use of
          Proceeds

None.

Item 3.   Defaults Upon Senior Securities

     In  December 1988, as part of an overall effort  to  contain
costs  and  conserve working capital, Igene suspended payment  of
the quarterly dividend on its preferred stock.  Resumption of the
dividend  will  require significant improvements  in  cash  flow.
Unpaid  dividends cumulate for future payment or addition to  the
liquidation  preference  or redemption  value  of  the  preferred
stock.   As of September 30, 2010, total dividends in arrears  on
Igene's preferred stock total $156,767 ($14.08 per share) and are
included in the carrying value of the redeemable preferred stock.

Item 4.   Removed and Reserved

Item 5.   Other Information

None.




                              -14-
Item 6.  Exhibits

EXHIBIT  DESCRIPTION
NO.

3.1     Articles  of  Incorporation of  the  Registrant,  as
        amended   as  of  November  17,  1997,  constituting
        Exhibit  3.1 to the Registration Statement No.  333-
        41581  on  Form SB-2 filed with the SEC on  December
        5, 1997, are hereby incorporated by reference.

3.2     Articles  of  Amendment to Articles of Incorporation
        of  the  Registrant, constituting Exhibit 3.1(b)  to
        the Registration Statement No. 333-76616 on Form  S-
        8  filed  with  the  SEC on January  11,  2002,  are
        hereby incorporated by reference.

3.3     By-Laws of the Registrant, constituting Exhibit  3.2
        to the Registration Statement No. 33-5441 on Form S-
        1  filed  with  the SEC on May 6, 1986,  are  hereby
        incorporated by reference.

31.1    Rule  13a-14(a)  or 15d-14(a) Certification  of  the
        Registrant's principal executive officer.*

31.2    Rule  13a-14(a)  or 15d-14(a) Certification  of  the
        Registrant's principal financial officer.*

32.1    Rule  13a-14(b)  or 15d-14(b) Certification  of  the
        Registrant's  principal executive  officer  pursuant
        to  18  U.S.C. Section 1350 as adopted  pursuant  to
        Rule 906 of the Sarbanes-Oxley Act of 2002.*

32.2    Rule  13a-14(b)  or 15d-14(b) Certification  of  the
        Registrant's  principal financial  officer  pursuant
        to  18  U.S.C. Section 1350 as adopted  pursuant  to
        Rule 906 of the Sarbanes-Oxley Act of 2002.*

*Filed herewith.




                              -15-

                           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.



                              IGENE BIOTECHNOLOGY, INC.
                              ___________________________________
                              (Registrant)




Date November 15, 2010     By /S/ STEPHEN F. HIU
     _________________        ___________________________________
                                  STEPHEN F. HIU
                                  President
                                  (principal executive officer)




Date November 15, 2010     By /S/ EDWARD J. WEISBERGER
     _________________        ___________________________________
                                  EDWARD J. WEISBERGER
                                  Chief Financial Officer
                                  (principal financial officer)




                              -16-

                         EXHIBIT INDEX

EXHIBIT
NO.     DESCRIPTION

3.1     Articles  of  Incorporation of  the  Registrant,  as
        amended   as  of  November  17,  1997,  constituting
        Exhibit  3.1 to the Registration Statement No.  333-
        41581  on  Form SB-2 filed with the SEC on  December
        5, 1997, are hereby incorporated by reference.

3.2     Articles  of  Amendment to Articles of Incorporation
        of  the  Registrant, constituting Exhibit 3.1(b)  to
        the Registration Statement No. 333-76616 on Form  S-
        8  filed  with  the  SEC on January  11,  2002,  are
        hereby incorporated by reference.

3.3     By-Laws of the Registrant, constituting Exhibit  3.2
        to the Registration Statement No. 33-5441 on Form S-
        1  filed  with  the SEC on May 6, 1986,  are  hereby
        incorporated by reference.

31.1    Rule  13a-14(a)  or 15d-14(a) Certification  of  the
        Registrant's principal executive officer.*

31.2    Rule  13a-14(a)  or 15d-14(a) Certification  of  the
        Registrant's principal financial officer.*

32.1    Rule  13a-14(b)  or 15d-14(b) Certification  of  the
        Registrant's  principal executive  officer  pursuant
        to  18  U.S.C. Section 1350 as adopted  pursuant  to
        Rule 906 of the Sarbanes-Oxley Act of 2002.*

32.2    Rule  13a-14(b)  or 15d-14(b) Certification  of  the
        Registrant's  principal financial  officer  pursuant
        to  18  U.S.C. Section 1350 as adopted  pursuant  to
        Rule 906 of the Sarbanes-Oxley Act of 2002.*

*Filed herewith.





                                -17-