SECURITIES AND EXCHANGE COMMISSION
                         WASHINGTON, DC 20549

                             FORM 10-QSB

        [X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934

           For the quarterly period ended NOVEMBER 30, 1998

        [ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE
                   SECURITIES EXCHANGE ACT OF 1934

       For the transition period from            to           


                    Commission file number 0-17741

                
                             EPOLIN, INC.
  (Exact name of Small Business Issuer as Specified in its Charter)


New Jersey                                                  22-2547226
(State or Other Jurisdiction                          (I.R.S. Employer
of Incorporation or                                     Identification
Organization)                                                  Number)

                         358-364 Adams Street
                       Newark, New Jersey 07105
               (Address of Principal Executive Offices)

                            (973) 465-9495
           (Issuer's Telephone Number, Including Area Code)

Check whether the Issuer (1) 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 Registrant 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 Issuer's
classes of common equity, as of the latest practicable date:

              Common, no par value per share: 11,606,555
                  outstanding as of January 1, 1999
<PAGE>

        
                       PART I - FINANCIAL INFORMATION 
          
                        EPOLIN, INC. AND SUBSIDIARIES
        
        
                        Index to Financial Information
                        Period Ended November 30, 1998
        
        
        
             Item                                     Page Herein
        
             Item 1 - Financial Statements:
        
               Introductory Comments                     3
        
               Consolidated Balance Sheets               4 
        
               Consolidated Statements of Income         6 
        
               Consolidated Statements of Cash Flows     8 
        
               
        
             Item 2 - Management's Discussion and 
                      Analysis or Plan of Operation      9 
<PAGE>        

        
                        EPOLIN, INC. AND SUBSIDIARIES
        
                               November 30, 1998
        
        
        
        The financial information herein is unaudited. 
        However, in the opinion of management, such
        information reflects all normal and recurring
        adjustments necessary for a fair presentation of the
        financial results for the periods being reported. 
        Additionally, it should be noted that the
        accompanying financial statements do not purport to
        be complete disclosures in conformity with generally
        accepted accounting principles.
        
        The results of operations for the nine months
        ended November 30, 1998 are not necessarily
        indicative of the results of operations for the full
        fiscal year ending February 28, 1999.
        
        These condensed statements should be read in
        conjunction with the Company's audited financial
        statements for the fiscal year ended February 28, 1998.

<PAGE>

                        EPOLIN, INC. AND SUBSIDIARIES
        
                         CONSOLIDATED BALANCE SHEETS
                                 (UNAUDITED)
        
                                    ASSETS
                                                            
                                                            
                                           November 30,    
                                                            
                                           1998          1997      
        Current assets:                              
        Cash and cash equivalents          $761,519      598,341 
        Accounts receivable                  92,909      266,594 
        Inventories                         294,900      301,840 
        Related party receivables                 -        4,056 
        Prepaid expenses:
        Income Taxes                         82,804       10,145 
        Other                                26,703        8,414 
        Deferred taxes                            -      100,555 
        
        Total current assets              1,258,835    1,289,945 
        
        Property, plant and
         equipment - at cost:
        Land                                 77,343            -   
        Building                            352,338            -   
        Machinery and equipment             200,162      203,043 
        Furniture and fixtures               11,036       11,036 
        Leasehold improvements              432,037      432,037 
        Total                             1,072,916      646,116 
                                      
        Less: Accumulated
         depreciation and
         amortization                       622,165      540,082 
        
        Net depreciated cost                450,751      106,034 
        
        Other assets:
        Loan receivable 
        - related party                           -      70,198 
        Deferred taxes                      198,924     199,493 
        Security deposits                    12,635      37,070 
        Cash value - life 
         insurance policy                    42,680      23,902 
        Total other assets                  254,239     330,663 
        Total                            $1,963,825   1,726,642 

<PAGE>        

                       EPOLIN, INC. AND SUBSIDIARIES
        
                   CONSOLIDATED BALANCE SHEETS (CONTINUED)
                                 (Unaudited)
        
                     LIABILITIES AND STOCKHOLDERS' EQUITY
        
                                             November 30,
                                             1998             1997  
        Current liabilities:
        Accounts payable                    $4,393            22,851 
        Accrued expenses                    46,239            31,886 
        Taxes payable
         - payroll and income                1,902                 -      
        Total current liabilities           52,534            54,737 
                                             
        Other liabilities
         - deferred compensation            93,800            73,053 
        
        Total liabilities                  146,334           127,790 
        
        Commitments
        
        Stockholders' equity: 
        Preferred stock, $15.513
        par value: 940,000     
        shares authorized;
        none issued                              -                 -
        Preferred stock, 
        series A convertible
         non-cumulative,                                    
        $2.50 par value; 
        redemption price and                 
        liquidation preference: 
        60,000 shares                 
        authorized: 
        5,478 shares 
        issued and redeemed                     -                 -    
        Common stock, 
        no par value; 
        20,000,000 shares                                    
        authorized: 
        11,606,555 and 
        11,654,000 shares
        issued outstanding
        at 1998 and 1997
         respectively                    2,216,983        2,206,984
        Common stock unissued                    -           10,000 
               
        Paid-in capital                      6,486            6,486 
        Accumulated deficit               (384,673)        (624,618)       
                               Total     1,838,796        1,598,852 
        Less: treasury stock               (21,305)               - 
                  
        Total stockholders' equity       1,817,491        1,598,852 
                                                            
                       
               
        Total                           $1,963,825        1,726,642
        
        <PAGE>
           
                       EPOLIN, INC. AND SUBSIDIARIES
        
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)
        
                              THREE MONTHS ENDED
        
                                       November 30,     
                                                            
                                       1998             1997  
        
        Sales                          $351,627         486,083  
                                                            
               
        Cost of sales and expenses:                         
               
        Cost of sales                  103,516         120,598 
        Selling, general 
        and administrative expenses      
                                       173,469         180,898  
                                             
        Total                          276,985         301,496 
                                                            
                              
        Operating income                74,642         184,587 
                                             
        Other income - Interest          8,972           4,590        
                                             
        Income before taxes             83,614         189,177 
                                             
        Income tax expense             (23,801)              -  
        
        Net income                    $107,415         189,177 
                                                            
                       
        Per share data:                       
        Net income 
         per common share                 0.01           0.02   
                                                            
                       
        Weighted average
        number of shares of
        common outstanding            11,606,555      11,611,555 
        
<PAGE>
                        EPOLIN, INC. AND SUBSIDIARIES
        
                      CONSOLIDATED STATEMENTS OF INCOME
                                 (Unaudited)
        
                             NINE MONTHS ENDED
        
                                                            
                                       November 30,               
                                       1998                 1997     
        
        Sales                          $1,123,774      1,233,301   
                                                            
               
        Cost of sales and expenses:
        Cost of sales                     373,767        378,530 
        Selling, general and 
        administrative expenses           531,680        575,941  
                                             
        Total                             905,447        954,471 
        
        Operating income                  218,327        278,830 
        
        Other income - Interest            17,541          9,679       
                                             
        Income before taxes               235,868        288,509 
                                             
        Income tax expense                  2,233              -  
        
        Net income                       $233,635        288,509 
                                                            
               
        Per share data:                                     
        Net income per common share          0.02           0.02   
                                                            
        Weighted average number of
        shares of common outstanding     11,604,472     11,611,555 
        
        <PAGE>
        
        
                    EPOLIN, INC. AND SUBSIDIARIES
                                  
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                              (Unaudited)
                                  
                            NINE MONTHS ENDED
             
                                              November 30,               
                                              1998              1997     
Cash flows from operating activities:                             
       
Net income                                    $233,635       288,509 
Adjustments to reconcile net income to net                        
 
cash provided by operating activities:                             
Depreciation and amortization                   52,764        44,487 
Changes in assets and liabilities:                          
Accounts receivable                            122,067       (40,070)
Inventories                                     87,376        39,848
Advances and loans                                   -        16,041
Prepaid expenses:
Income taxes                                   (50,005)            -
Other                                            2,916         6,350           -
Accounts payable                               (35,992)        4,127
Accrued expenses                                (9,304)       (1,328)
Taxes payable                                      238        (6,347)   
                                     
Net cash provided by 
operating activities                           403,695       351,617 

Cash flows from investing activities:                             
 
Related party loans                                  -         1,306
Purchase of treasury stock                     (21,305)            -
  
Payments for equipment                               -        (7,385)    
                                     
Net cash used by investing activities          (21,305)       (6,079)    

Cash flows from financing activities:
Post termination distribution 
of Epolin Holding Corp.'s former earnings      (10,000)            -
   
                                     
Increase in cash                               372,390       345,538
                                     
Cash and cash equivalents:                                  
Beginning                                      389,129       252,803  
Ending                                        $761,519       598,341  
                                             
Supplemental Disclosure of 
Cash Flow Information:                 
        
Income taxes paid                              $4,034        14,300 
<PAGE>


Item 2. Management's Discussion and Analysis or Plan of Operation.

The following discussion should be read in conjunction with the
Financial Statements  included in this report and is qualified in
its entirety by the foregoing.

Introduction

Epolin, Inc. (the "Company") is a manufacturing and research and
development company which was incorporated  in the State of New
Jersey in May 1984.   The Company is principally  engaged in the
development, production and sale of near infrared dyes to the
optical industry for laser protection and for welding applications
and other dyes, specialty chemical products that serve as
intermediates and additives used in the adhesive, plastic,
aerospace, pharmaceutical, flavors and fragrance industries to a
group of customers primarily in the United States, Europe,
Australia and the Far East.  

This discussion contains certain forward-looking statements and
information relating to the Company that are based on the beliefs
and assumptions by the Company's management as well as information
currently available to the management.  When used herein, the
words "anticipate", "believe", "estimate", and "expect" and
similar expressions, are intended to identify forward-looking
statements.  Such statements reflect the current views of the
Company with respect to future events and are subject to certain
risks, uncertainties and assumptions.  Should one or more of these
risks or uncertainties materialize or should underlying
assumptions prove incorrect, actual results may vary materially
from those described herein as anticipated, believed, estimated or
expected.  The Company does not intend to update these
forward-looking statements.

Results of Operations

During the quarter ended November 30, 1998, the Company reported
sales of approximately $351,600 as compared to sales of
approximately $486,100 during the quarter ended November 30, 1997,
a decrease of approximately $134,500 or 27.7%.  During the nine
months ended November 30, 1998, the Company had sales of
approximately $1,123,800 as compared to sales of approximately
$1,233,300 during the nine months ended November 30, 1997, a
decrease of approximately $109,500 or 8.9%.  This decrease in
sales was primarily attributable to a decrease in sales of the
Company's near infrared absorbing dyes and decreases in sales of
new dyes and additional applications in the quarter ended November
30, 1998 as compared to the quarter ended November 30, 1997.

Operating income for the quarter ended November 30, 1998 decreased
to approximately $74,600 as compared to operating income of
approximately $184,600 for the quarter ended November 30, 1997, a
decrease of approximately $110,000.  Operating income for the nine
months ended November 30, 1998 decreased to approximately $218,300
as compared to operating income of approximately $278,800 for the
nine months ended November 30, 1997, a decrease of approximately
$60,500.  This change resulted primarily from a decrease in sales
during the quarter ended November 30, 1998 as compared to the
comparable 1997 period partially offset by decreases in selling,
general and administrative expenses.  Cost of sales for the nine
months ended November 30, 1998 was approximately $373,800 as
compared to cost of sales during the nine months ended November
30, 1997 of approximately $378,600.  During the nine months ended
November 30, 1998, the Company's selling, general and
administrative expenses were approximately $531,700 as compared to
selling, general and administrative expenses of approximately
$575,900 for the nine months ended November 30, 1997.  

During the three and nine months ended November 30, 1998, the
Company realized approximately $9,000 and $17,500, respectively,
in interest income as compared to approximately $4,600 and $9,700,
respectively, in interest income for the comparable period of 1997.

During the quarter ended November 30, 1998, the Company reported
income before taxes of approximately $83,600 as compared to income
before taxes of approximately $189,200 for the three months ended
November 30, 1997.  For the nine months ended November 30, 1998,
the Company reported income before taxes of approximately $235,900
as compared to income before taxes of approximately $288,500 for
the nine months ended November 30, 1997.  Net income after taxes
was approximately $107,400 for the three months ended November 30,
1998 as compared to income after taxes of approximately $189,200
for the three months ended November 30, 1997.  For the nine months
ended November 30, 1998, net income after taxes was approximately
$233,600 as compared to income after taxes of approximately
$288,500 for the comparable period of 1997.

Liquidity and Capital Resources

On November 30, 1998, the Company had working capital of
approximately $1,206,000, an equity to debt ratio of approximately
12.4 to 1, and stockholders' equity of approximately $1,817,000. 
On November 30, 1998, the Company had approximately $762,000 in
cash and cash equivalents, total assets of approximately
$1,964,000 and total liabilities of approximately $146,000.  At
November 30, 1997, the Company had total assets of approximately
$1,727,000.  The increase in total assets at November 30, 1998 as
compared to November 30, 1997 is primarily due to the inclusion of
property owned by Epolin Holding Corp. which became a wholly-owned
subsidiary of the Company in January 1998.  The Company believes
that its available cash, cash flow from operations and projected
revenues will be sufficient to fund the Company's operations for
the next 12 months.

The Company does not anticipate making any significant additional
capital expenditures in the immediate future as it believes its
present machinery and equipment will be sufficient to meet its
near term needs.  

Inflation has not significantly impacted the Company's operations.

Year 2000 Issue

The year 2000 issue is the result of computer programs being
written using two digits, rather than four, to define the
applicable year.  Software programs and hardware that have
date-sensitive software or embedded chips may recognize a date
using "00" as the year 1900 rather than the year 2000.  This could
result in a major system failure or miscalculations causing
disruptions of operations, including a temporary inability to
engage in normal business activities. 

Based on recent assessments, the Company determined that its
critical software (primarily widely used software packages) and
all of its critical business systems, including manufacturing
instrumentation, already are year 2000 compliant. Nevertheless,
throughout 1999, assessment, testing and remediation, if
necessary, will continue.

The Company is also actively working with critical suppliers of
products and services to determine that the suppliers' operations
and the products and services they provide are year 2000 compliant
or to monitor their progress toward year 2000 compliance. In this
regard, the Company believes its greatest year 2000 risk for
disruption to  its  business  is  the  potential noncompliance  of
 third  parties. As a result, the  Company  has  initiated
communications  with  third  parties  with  whom  the  Company 
has material  direct  and  indirect  business relationships.  The
Company is currently in the process  of  contacting third parties
in order to determine the extent  to  which  the  Company's 
business is vulnerable to the third parties  failure  to   make  
their  systems year 2000  compliant.  To date, the  Company  is 
still  continuing  to  gather  information from such other 
important third parties. 

The Company currently does not have a contingency plan in the
event of a particular system, including the systems of material
third parties, are not  year 2000 compliant.  Such a plan will be
developed if it becomes clear that the Company is not going to
achieve its scheduled compliance objectives. Although no
assurances can be given that there will be no interruption of
operations in the year 2000 the Company believes (and assuming
that  third  parties  with  whom  the  Company  has material
business relationships successfully  remediate  their own year
2000 issues) that it has reasonably assessed all of its systems in
order to ensure that the Company will not suffer any material
adverse effect from the year 2000 issue.

The Company has used and will continue to use internal resources
to resolve its year 2000 issue. Costs incurred to date by the
Company have not been material.  The Company currently expects
that the total cost of these programs will not exceed $60,000.

Other Information

In March 1998 (subsequent to the end of fiscal 1998), the Board of
Directors of the Company  authorized a stock repurchase program of
up to $150,000 of the Company's outstanding shares of  Common
Stock.  In connection therewith, the Company announced that
purchases may be made in the open market or in privately
negotiated transactions from time to time, based on market prices 
and that the repurchase program may be suspended without further
notice.  Management believes  the Company's shares are undervalued
at current price levels and this program offers the Company a
chance not only to repurchase some of its stock at prices
management perceives to be attractive but it also enables the
Company to enhance shareholder value although no assurance can be
given that any such repurchases will have such effect.  During the
quarter ended May 31, 1998, the Company repurchased 25,000 shares
of its Common Stock under this program at $.38 per share.  No
shares were repurchased during the quarter ended November 30, 1998.


                    PART II - OTHER INFORMATION


Item 1.        Legal Proceedings.

               None.

Item 2.        Changes in Securities.

               None.

Item 3.        Defaults Upon Senior Securities.

               None.

Item 4.        Submission of Matters to a Vote of Security-Holders.

               None.
 
Item 5.        Other Information.

               None.

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

              (a)  Exhibits.

              There are no exhibits applicable to this Form 10-QSB.

              (b)  Reports on Form 8-K.

              Listed below are reports on Form 8-K filed during the
              fiscal quarter ended November 30, 1998.

              None.


                             SIGNATURES

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


                                   EPOLIN, INC.
                                   (Registrant)


Dated: January 14, 1999            By:/s/Murray S. Cohen          
                                      Murray S. Cohen,
                                      Chief Executive Officer


Dated: January 14, 1999            By:/s/Murray S. Cohen          
                                      Murray S. Cohen,
                                      Principal Financial Officer