<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, DC   20549

                                    FORM 10-Q
(Mark One)

/X/           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
              SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended November 30, 1995

                                       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  0-14996

                           CRYENCO SCIENCES, INC.
            (Exact name of Registrant as specified in its charter)


             DELAWARE                                      52-1471630
    (State or other jurisdiction of        (IRS Employer Identification Number)
     incorporation or organization)

  3811 JOLIET STREET, DENVER, COLORADO                                80239
(Address of Principal Executive Offices)                            (Zip Code)

               Registrant's telephone number, including area code:
                                 (303) 371-6332

                   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 the  number  of shares  outstanding of  each of  the
Registrant's classes of common stock, as of  the latest practicable date:  Class
A common stock, par value $.01  per share; 6,916,197 shares outstanding as  of
January 12, 1996.

<PAGE>

                    CRYENCO SCIENCES, INC. AND SUBSIDIARY

                              TABLE OF CONTENTS

                                                                 Page

PART I - FINANCIAL INFORMATION  . . . . . . . . . . . . . . . .    3

               Item 1.  Introductory Comments . . . . . . . . .    3

                   Consolidated Balance Sheets
                   August 31, 1995 and November 30, 1995  . . .    4

                   Consolidated Statements of Operations
                   Three Month Periods Ended November 30,
                   1994 and November 30, 1995 . . . . . . . . .    6

                   Consolidated Statements of Cash Flows
                   Three Month Periods Ended November 30,
                   1994 and November 30, 1995 . . . . . . . . .    7

                   Notes to Consolidated Financial Statements .    8

               Item 2.  Management's Discussion and Analysis
                        of Financial Condition and Results
                        of Operations . . . . . . . . . . . . .   11

PART II - OTHER INFORMATION . . . . . . . . . . . . . . . . . .   13

               Item 1.  Legal Proceedings . . . . . . . . . . .   13

               Item 6.  Exhibits and Reports on Form 8-K. . . .   14

SIGNATURES. . . . . . . . . . . . . . . . . . . . . . . . . . .   19

                                       2

<PAGE>

           CRYENCO SCIENCES, INC. AND SUBSIDIARY


              PART I - FINANCIAL INFORMATION


Item 1.         FINANCIAL STATEMENTS

Introductory Comments:

               The Consolidated Financial  Statements included herein have  been
prepared by Cryenco Sciences,  Inc. (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
omitted  pursuant to  such rules and  regulations.   It is  suggested that these
Consolidated Financial  Statements be  read in  conjunction  with the  financial
information set forth in the  Company's Annual Report for the fiscal  year ended
August 31, 1995.

                                       3

<PAGE>

                              CRYENCO SCIENCES, INC.
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)

<TABLE>
<CAPTION>

                                            AUGUST 31,    NOVEMBER 30,
                                                1995          1995
                                            ----------    ------------
                                                           (Unaudited)
<S>                                          <C>           <C>
ASSETS
Current assets:
  Cash and cash equivalents                  $   632       $   972
  Accounts receivable                          2,821         2,601
  Costs and estimated earnings in excess
  of billings on uncompleted contracts         6,707         5,846
  Inventories (NOTE 2)                         4,208         4,898
  Prepaid expenses                               116            63
                                             -------       -------
Total current assets                          14,484        14,380

Property and equipment:
  Leasehold improvements                         684           684
  Machinery and equipment                      3,979         4,119
  Office furniture and equipment                 402           440
                                             -------       -------
                                               5,065         5,243
  Less accumulated depreciation                2,249         2,438
                                             -------       -------
                                               2,816         2,805

Deferred financing costs                         256           222
Organizational costs                             103            78
Goodwill                                       5,375         5,338
Other assets                                     343           381
                                             -------       -------
Total assets                                 $23,377       $23,204
                                             -------       -------
                                             -------       -------
</TABLE>

                                       4

<PAGE>

                              CRYENCO SCIENCES, INC.
                           CONSOLIDATED BALANCE SHEETS
                                 (In thousands)
<TABLE>
<CAPTION>
                                           AUGUST 31,    NOVEMBER 30,
                                              1995           1995
                                           ----------    ------------
                                                         (Unaudited)
<S>                                        <C>           <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                         $ 3,469          $ 3,722
  Accrued expenses                             877              707
  Accrued management fees                      324              358
  Customer deposits                              3              107
  Current portion of long-term debt
   (NOTE 3)                                  1,593            2,271
  Income tax payable                           246              215
                                           -------          -------
Total current liabilities                    6,512            7,380

Long-term debt, less current portion
  (NOTE 3)                                   5,629            4,551
                                           -------          -------

Stockholders' equity:
  Preferred stock, $0.01 par value,
  authorized shares - 2,000,000,
  preferences, limitations and relative
  rights to be established by the Board
  of Directors:
     Series A, nonvoting, 150,000
     authorized shares, 67,838 issued
     and outstanding shares (aggregate
     liquidation preference of
     $678,380)                                   1                1
  Common stock, $0.01 par value:
     Class A, voting, 21,500,000
      authorized shares, 6,842,828
      and 6,916,197 shares issued
      and outstanding                           68               69
     Class B, nonvoting, 1,500,000
      authorized shares, none issued or
      outstanding                               --               --
  Additional paid-in capital                14,022           14,021
  Warrants                                     169              169
                                                            -------
  Retained earnings (deficit)               (3,024)          (2,987)
                                           -------
Total stockholders' equity                  11,236           11,273
                                           -------          -------
Total liabilities and stockholders' equity $23,377          $23,204
                                           -------          -------
                                           -------          -------
</TABLE>

                                       5

<PAGE>


                      CRYENCO SCIENCES, INC.
              CONSOLIDATED STATEMENTS OF OPERATIONS
       (In thousands, except share and per share amounts)
                           (Unaudited)
<TABLE>
<CAPTION>
                                     THREE MONTHS ENDED      THREE MONTHS ENDED
                                     NOVEMBER 30, 1994       NOVEMBER 30, 1995
                                     ------------------      ------------------
<S>                                  <C>                      <C>
Contract revenue                         $    5,592               $    7,313
Cost of revenue                               4,488                    5,945
                                         ----------               ----------
Gross profit                                  1,104                    1,368

Selling, general and administrative
 expenses                                       700                      700
Research and development expenses                10                      202
Amortization expense                             86                       86
                                         ----------               ----------
Operating income                                308                      380

Other (income) expense:
  Interest income                                (4)                      (1)
  Interest expense                              237                      236
  Other expense, net                              4                       51
                                         ----------               ----------
Income before income taxes                       71                       94

Income tax expense                               25                       34
                                         ----------               ----------
Net income                               $       46               $       60
                                         ----------               ----------

Earnings per common and common
  equivalent share (NOTE 4)              $        0.01            $        0.01
                                         -------------            -------------

Weighted average number of shares
  and common equivalent shares
  outstanding                             5,404,162                7,467,511
                                         ----------               ----------
                                         ----------               ----------
</TABLE>
                                       6

<PAGE>

                    CRYENCO SCIENCES, INC.
            CONSOLIDATED STATEMENTS OF CASH FLOWS
                       (In thousands)
                         (Unaudited)
<TABLE>
<CAPTION>
                                       THREE MONTHS   THREE MONTHS
                                           ENDED           ENDED
                                       NOVEMBER 30,   NOVEMBER 30,
                                           1994           1995
                                       ------------   ------------
<S>                                    <C>            <C>
OPERATING ACTIVITIES
Net income                              $   46           $   60
Adjustments to reconcile net income
  to net cash provided (used) by
  operating activities:
    Depreciation                           163              188
    Amortization                           116              121
    Changes in operating assets and
    liabilities:
     Accounts receivable                  (886)             220
     Costs and estimated earnings in
      excess of billings on uncompleted
      contracts                            565              861
     Inventories                          (915)            (690)
     Income taxes                           25              (31)
     Prepaid expenses and other assets      11                9
     Accounts payable                    1,110              253
     Accrued expenses                      (33)            (136)
     Customer deposits                    (259)             104
                                        ------           ------
Net cash provided (used) by operating
 activities                                (57)             959
                                        ------           ------

INVESTING ACTIVITIES
Purchases of property and equipment       (288)            (177)
Patents                                     --              (20)
                                        ------           ------
Net cash (used) by investing activities   (288)            (197)
                                        ------           ------

FINANCING ACTIVITIES
Payments of long-term debt                (340)            (400)
Dividends paid on preferred stock          (21)             (22)
                                        ------           ------
Net cash (used) by financing activities   (361)            (422)

Net increase (decrease) in cash and cash
 equivalents                              (706)             340
Cash and cash equivalents at beginning of
 period                                    779              632
                                        ------           ------
Cash and cash equivalents at end
 of period                              $   73           $  972
                                        ------           ------
                                        ------           ------

Supplementary disclosure of cash flow
information:
  Cash paid for interest                $  206           $  202
  Cash paid for taxes                       --              100

Supplementary disclosures of noncash
financing activity:
  Issuance of common stock in
   exchange for warrants
    exercised                           $    1           $    1

</TABLE>
                                       7

<PAGE>


                    CRYENCO SCIENCES, INC.
         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                      NOVEMBER 30, 1995
                         (Unaudited)


1.           BASIS OF PRESENTATION

             The accompanying  unaudited consolidated  financial statements have
been prepared in  accordance with generally  accepted accounting principles  for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X.  Accordingly,  they do not include all of the  information
and footnotes required  by generally accepted accounting principles for complete
financial statements.  In the opinion of management, all adjustments (consisting
of  normal recurring accruals) considered necessary for a fair presentation have
been  included.  Operating results for the  three months ended November 30, 1995
are not  necessarily indicative of the results that may be expected for the year
ending August  31, 1996.   For further  information, refer  to the  consolidated
financial  statements  and footnotes  thereto included  in the  Company's Annual
Report on Form 10-K for the year ended August 31, 1995.

2.           INVENTORIES

             Inventories (in thousands) consisted of the following:

<TABLE>
<CAPTION>
                                                AUGUST 31,      NOVEMBER 30,
                                                  1995              1995
                                                ----------      ------------
<S>                                              <C>             <C>
Raw materials                                    $3,514            $3,726
Finished goods and work-in-process                  794             1,272
                                                 ------            ------
                                                  4,308             4,998
Less reserve for obsolescence                      (100)             (100)
                                                 ------            ------
                                                 $4,208            $4,898
                                                 ------            ------
                                                 ------            ------
</TABLE>
                                       8

<PAGE>

3.           LONG-TERM DEBT

             Long-term debt (in thousands) at November  30, 1995 is comprised
of the following:

<TABLE>
<CAPTION>
<S>                                                                       <C>
Note payable bearing interest at 14%, subordinated unsecured.
 Interest is payable quarterly and principal payments of $275,000 are
 due beginning November 30, 1996.                                         $2,200
Term loan bearing interest at the adjusted LIBO rate (as defined in
 the loan agreement) plus 3.5% (9.375% at November 30 1995) payable
 quarterly at varying amounts through maturity at February 28, 1997.       2,125
Revolving credit facility maturing February 28, 1997. Interest is
 payable quarterly at the adjusted LIBO rate (as defined in the loan
 agreement) plus 3.5% (9.375% at November 30, 1995).                       2,200
Other                                                                        297
                                                                          ------
                                                                           6,822
Less current portion                                                       2,271
                                                                          ------
                                                                          $4,551
                                                                          ------
                                                                          ------
</TABLE>

            In December 1995,  the Company  entered into a  Credit and  Security
Agreement with FBS Business  Finance Corporation ("FBS").  Under  the agreement,
FBS will provide a revolving loan facility  of up to $10,000,000 and a term loan
facility of up to $2,960,000,  subject to the amount of the  Company's borrowing
base and manufacturing  equipment additions in the fiscal year ending August 31,
1996, respectively.   Initial funding under the agreement is  dependent upon the
satisfaction of certain conditions, including certain third party consents.  The
revolving  loan  will  initially  bear  interest  at  the  First  Bank  National
Association reference rate (the "Reference Rate") plus 1/2%, while the term loan
will initially bear interest at  the Reference Rate plus 3/4%.  Both  loans have
provisions for incentive pricing whereby the rates may adjust upward or downward
depending upon the future performance of the Company.

            On January 16, 1996  the Company obtained the initial  funding under
the revolving loan in the amount of $5,825,000.  The proceeds of this  loan were
used  to  retire  the  outstanding   Chemical  Bank  revolving  credit  facility
($2,200,000), to retire the outstanding Chemical Bank term loan ($2,125,000), to
make a partial  payment on the outstanding CIT note  payable ($500,000), and for
general corporate purposes ($1,000,000).

                                       9

<PAGE>


4.          EARNINGS PER SHARE

             Net earnings  per  share is  computed  using the  weighted  average
number of shares  of common stock  outstanding for the  period.  When  dilutive,
stock options and warrants are included as  share equivalents using the treasury
stock method.   In calculating  net earnings per  share, preferred  dividends of
$22,293 reduced the net earnings available to common stockholders for the  three
months ended November 30, 1995.  Fully diluted net  earnings per common share is
not significantly different from primary net earnings per common share.


                                       10

<PAGE>

Item 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
            CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS - THREE MONTHS ENDED
NOVEMBER 30, 1994 AND NOVEMBER 30, 1995

            Contract  revenue increased  30.8%  to $7.3  million  for the  three
months  ended November  30, 1995 from  $5.6 million  for the  three months ended
November  30, 1994.  The improvement is the  result of increases in revenue from
industrial  gas trailers  which increased  $2.1  million over  the corresponding
period in the prior year and from LNG products which increased $527,000 over the
same period in  the prior year, offset partially by decreases in TVAC-Registered
Trademark-  intermodal  containers  and   MRI  cryostats  and  components  which
decreased $544,000 and $288,000, respectively, over the same period in the prior
year.

            Gross  profit for the three months ended November 30, 1995 increased
23.9% to $1.4 million, or 18.7% of contract revenue, from $1.1 million, or 19.7%
of contract revenue, for the  three months ended November  30, 1994.  The  gross
profit  improvement  was primarily  the result  of  decreases in  under absorbed
manufacturing overhead expenses and  warranty costs compared to the  same period
of the  prior year.   Offsetting these  decreased costs were  some decreases  in
product gross profit margins for industrial  gas trailers and MRI cryostats  and
components.

            Selling,  general  and  administrative  expenses were  unchanged  at
$700,000 for the three months ended November  30, 1995 and for the three  months
ended November  30, 1994, and decreased  as a percentage of  contract revenue to
9.6% from  12.5%  during  the  same  period.   Research  and  development  costs
increased to $202,000 for the three  months ended November 30, 1995 from $10,000
for the three months  ended November 30, 1994.   This increase is primarily  the
result  of  the Company's  funding  of the  continuing  expenses of  the TADOPTR
development,  which was previously funded  by others.   Amortization expense was
essentially unchanged from the prior three month period.

            Interest  expense for the  three months ended November  30, 1995 was
virtually unchanged from the three months ended November  30, 1994.  This is due
to the reduced  levels of borrowing being offset  by increased capital equipment
financing costs.  Other non-operating  items resulted in expense of  $51,000 for
the three months ended November 30, 1995,  compared to expense of $4,000 in  the
comparable period of 1994.   The increase  in expense is  primarily due to  cash
discounts given to customers for accelerated payments.

            Income tax expense increased  to $34,000 for the three  months ended
November 30,  1995 from $25,000  for the three  months ended November  30, 1994.
The expense in both years  is the result of  taxable income for the periods  and
estimated annual tax rates.

                                       11

<PAGE>

            The resulting net income  increased to $60,000 for the  three months
ended November  30, 1995 from $46,000  for the corresponding  prior year period.
This is the result of the cumulative effect of the above factors.

LIQUIDITY AND CAPITAL RESOURCES

            At  November  30,  1995, the  Company's  working  capital  was  $7.0
million, which  represented a current ratio  of 1.9 to  1.  Also,  the Company's
outstanding  indebtedness under the Credit Agreement with Chemical Bank was $4.3
million,  of which $2.1 million  represented term indebtedness  and $2.2 million
represented  revolving indebtedness.    At  November  30,  1995,  the  Company's
outstanding indebtedness to  The CIT Group/Equity Investments,  Inc. ("CIT") was
$2.2 million which represented subordinated indebtedness.

            Cash  flow from operations  for the three months  ended November 30,
 1995 resulted  in cash  provided of  $959,000  compared to  a usage  of cash of
$57,000  in the same period  of the prior  year.  In the  current year, cash has
been  provided  by reductions  in  costs  and estimated  earnings  in excess  of
billings on uncompleted contracts  and accounts receivable, and by  increases in
accounts payable and customer  deposits.  Partially offsetting these  sources of
cash were the increase in inventories and the decrease in accrued expenses.   In
the three  months  ended November  30,  1994, an  increase  in contract  revenue
resulted  in a  corresponding increase  in accounts receivable  and inventories,
which was partially offset by an increased level of accounts payable.

            The Company  believes that its existing  capital resources, together
with cash flow  from future operations will be sufficient to meet its short term
working  capital needs.    Additional  financing  may  be  required  for  future
expansion of operations, as necessary.

            In December 1995,  the Company  entered into a  Credit and  Security
Agreement with FBS Business  Finance Corporation ("FBS").  Under  the agreement,
FBS  will provide a revolving loan facility of up to $10,000,000 and a term loan
facility  of up to $2,960,000, subject to  the amount of the Company's borrowing
base and manufacturing equipment  additions in the fiscal year ending August 31,
1996, respectively.   Initial funding under the agreement is  dependent upon the
satisfaction of certain conditions, including certain third party consents.  The
revolving  loan  will  initially  bear  interest  at  the  First  Bank  National
Association reference rate (the "Reference Rate") plus 1/2%, while the term loan
will initially bear interest at the  Reference Rate plus 3/4%.  Both loans  have
provisions for incentive pricing whereby the rates may adjust upward or downward
depending upon the future performance of the Company.

            On January 16, 1996  the Company obtained the initial  funding under
the revolving loan in the amount of  $5,825,000.  The proceeds of this loan were
used  to  retire   the  outstanding  Chemical  Bank  revolving  credit  facility
($2,200,000), to retire the outstanding Chemical Bank term loan ($2,125,000), to
make a partial payment on  the outstanding CIT note payable ($500,000),  and for
general corporate purposes ($1,000,000).

                                       12

<PAGE>


                           PART II - OTHER INFORMATION

Item 1.     LEGAL PROCEEDINGS

            In  November 1995, the  Company was one  of over  1,100 companies to
receive from the  United States  Environmental Protection Agency  (the "EPA")  a
Notice of Potential Liability and Request for Information for the waste disposal
site  of Chemical  Handling Corporation located  in Jefferson  County, Colorado.
According  to the notice, Chemical  Handling Corporation operated  the site from
early 1988  until March 1992, as a  solvent recycle and a  fuel blender.  During
this  period the  Company from  time to time  contracted with  Chemical Handling
Corporation for  the disposal of a  portion of the waste  products produced from
its manufacturing operations.

            In March 1992, the EPA gained access to the site, and has undertaken
a number  of activities to  dispose of  waste products found  there.   Following
these efforts, the EPA performed a Preliminary Assessment/Site Investigation and
determined that no further action need be taken at the site, and it will  not be
proposed  for  listing  on the  National  Priorities  List  of Superfund  Sites.
Through  November  1995, the  EPA  had incurred  in  excess of  $2.2  million in
response costs  in association with  the cleanup  of the site.   No  estimate is
available of the additional costs which may be incurred.

            The  Company has  provided  information to  the  EPA concerning  the
nature  and  quantity of  materials sent  to  Chemical Handling  Corporation for
treatment, storage or disposal.  Once all of the responses have been received by
the EPA, they  will complete their waste-in database  and determine a volumetric
ranking of waste sent to the site by  all generators.  This will enable the  EPA
to identify the  smaller or "de minimis"  generators to whom the EPA  intends to
make an  offer for  settlement in  exchange for  contribution protection.   This
effort is expected to take several months.

             The Company believes it may be among  the  companies identified  as
"de minimis" generators; however, at  this  time  it is impossible  to  estimate
either  the  total costs of  the cleanup  effort or  the  portion of  that  cost
that may be assigned to the  Company.  The  Company  may  have recourse  against
Chemical Handling Corporation for any costs so assigned to the Company.

                                       13

<PAGE>

Item 6.     EXHIBITS AND REPORTS ON FORM 8-K

                    (a)  Exhibits

              EXHIBIT   DESCRIPTION OF EXHIBITS

                  3.1   Restated Certificate of Incorporation  of
                        the  Company, incorporated  by  reference
                        to   Exhibit   3.1   to   the   Company's
                        Registration Statement on Form S-2,  File
                        No.  33-48738,  filed on  June  19,  1992
                        (the "S-2 Registration Statement").

                  3.2   By-laws  of the  Company, incorporated by
                        reference   to   Exhibit   3.2   to   the
                        Company's Registration Statement on  Form
                        S-1, File No. 33-7532,  filed on July 25,
                        1986.

                  3.3   Certificate of Amendment to the  Restated
                        Certificate  of   Incorporation  of   the
                        Company,  incorporated  by  reference  to
                        Exhibit  3.3  to  the  Company's   Annual
                        Report  on Form 10-K for  the fiscal year
                        ended August 31, 1995  (the "1995  Annual
                        Report").

                  3.4   Certificate  of  Designation, Preferences
                        and  Rights  of the  Series  A  Preferred
                        Stock  of  the Company,  incorporated  by
                        reference   to   Exhibit   3.4   to   the
                        Company's 1995 Annual Report.

                  3.5   Corrected  Certificate  of  Amendment  of
                        Restated Certificate of Incorporation  of
                        the  Company, incorporated  by  reference
                        to Exhibit  3.5  to  the  Company's  1995
                        Annual Report.

                  4.1   See   Article  Fourth   of  the  Restated
                        Certificate of Incorporation, as  amended
                        and  corrected,  of the  Company (Exhibit
                        3.5  hereof), incorporated  by  reference
                        to  Exhibit  4.1 to  the  Company's  1995
                        Annual Report.

                  4.2   Forms of Common Stock and Class  B Common
                        Stock   certificates  of   the   Company,
                        incorporated by reference to Exhibit  4.3
                        of the  Company's Registration  Statement
                        on Form S-4, File No. 33-43782, filed  on
                        December 19, 1991.

                                       14

<PAGE>


                  4.3   Registration  Rights Agreement  dated  as
                        of   August   30,  1991   among   Cryenco
                        Holdings,  Inc.  ("CHI"),  CIT,  Chemical
                        Bank  and  the Investors  named  therein,
                        incorporated by reference to Exhibit  4.3
                        to the Company's 1995 Annual Report.

                  4.4   Warrant Agreement dated  as of August 30,
                        1991 between  Chemical Bank, CHI and  the
                        Company,  incorporated  by  reference  to
                        Exhibit 4.4 to  the Company's 1995 Annual
                        Report.

                   4.5  Letter  Agreement  dated April  15,  1992
                        among the Company, CIT and  Chemical Bank
                        relating  to  the  Warrants  referred  to
                        herein   at   Exhibits   4.8   and   4.9,
                        incorporated by reference to  Exhibit 4.9
                        to the S-2 Registration Statement.

                  4.6   Letter  Agreement dated  August 12,  1992
                        between  the  Company and  Chemical  Bank
                        relating  to  the  Warrants  referred  to
                        herein  at Exhibit 4.8,  incorporated  by
                        reference   to   Exhibit   4.6   to   the
                        Company's 1995 Annual Report.

                  4.7   Letter  Agreement dated  August 12,  1992
                        between the Company and  CIT relating  to
                        the   Warrants  referred   to  herein  at
                        Exhibit 4.9,  incorporated  by  reference
                        to Exhibit  4.7  to  the  Company's  1995
                        Annual Report.

                  4.8   Warrants  issued  to Chemical  Bank  each
                        dated  April 27,  1992,  incorporated  by
                        reference   to   Exhibit   4.8   to   the
                        Company's 1995 Annual Report.

                  4.9   Warrants   issued   to  CIT   each  dated
                        April 27,     1992,    incorporated    by
                        reference   to   Exhibit   4.9   to   the
                        Company's 1995 Annual Report.

                  4.10  Warrant   issued    to   Dain    Bosworth
                        Incorporated  dated   August  20,   1992,
                        incorporated  by  reference  to   Exhibit
                        4.12 to the S-2 Registration Statement.

                  4.11  Warrant Agreement dated as  of March  12,
                        1993  between  the  Company  and   Alfred
                        Schechter, incorporated  by reference  to
                        Exhibit   4.11  to   the  Company's  1995
                        Annual Report.

                  4.12  Warrant Agreement dated as  of March  12,
                        1993  between  the



                                       15

<PAGE>

                        Company and Don M. Harwell, incorporated
                        by  reference to Exhibit 4.12 to the
                        Company's  1995 Annual Report.

                  4.13  Warrant Agreement dated as  of March  12,
                        1993  between  the Company  and Mezzanine
                        Capital   Corporation  Limited   ("MCC"),
                        incorporated  by  reference  to   Exhibit
                        4.13   to   the  Company's   1995  Annual
                        Report.

                  4.14  Warrant issued to Alfred Schechter  dated
                        March   12,    1993,   incorporated    by
                        reference   to   Exhibit  4.14   to   the
                        Company's 1995 Annual Report.

                  4.15  Warrant issued  to Don  M. Harwell  dated
                        March   12,    1993,   incorporated    by
                        reference   to   Exhibit  4.15   to   the
                        Company's 1995 Annual Report.

                  4.16  Warrant  issued  to  MCC dated  March 12,
                         1993,   incorporated  by   reference   to
                        Exhibit   4.16  to   the  Company's  1995
                        Annual Report.

                  4.17  Letter  Agreement  dated as  of  June  9,
                        1993  between  the  Company  and   Alfred
                        Schechter  with  respect to  the Exercise
                        Price for the Warrant referred  to herein
                        at   Exhibit   4.14,   incorporated    by
                        reference   to   Exhibit  4.17   to   the
                        Company's 1995 Annual Report.

                  4.18  Letter Agreement  dated  as  of  June  9,
                        1993  between  the  Company  and  Don  M.
                        Harwell  with  respect  to  the  Exercise
                        Price for the  Warrant referred to herein
                        at   Exhibit   4.15,   incorporated    by
                        reference   to   Exhibit  4.18   to   the
                        Company's 1995 Annual Report.

                  4.19  Letter  Agreement  dated  as  of June  9,
                        1993  between the  Company  and  MCC with
                        respect   to  the   Warrant  referred  to
                        herein  at Exhibit  4.16, incorporated by
                        reference   to   Exhibit  4.19   to   the
                        Company's 1995 Annual Report.

                  4.20  Warrant  issued  to Chemical  Bank  dated
                        November   24,  1993,   incorporated   by
                        reference   to   Exhibit  4.20   to   the
                        Company's 1995 Annual Report.

                  4.21  Warrant  issued to CIT dated November 24,
                        1993,   incorporated  by   reference   to
                        Exhibit   4.21  to   the  Company's  1995
                        Annual Report.

                                       16

<PAGE>


                  4.22  Warrant  Agreement  dated as  of  January
                        26, 1995  between the  Company and Alfred
                        Schechter, incorporated  by reference  to
                        Exhibit   4.22  to   the  Company's  1995
                        Annual Report.

                  4.23  Warrant  Agreement  dated as  of  January
                        26, 1995 between the  Company and Don  M.
                        Harwell,  incorporated  by  reference  to
                        Exhibit   4.23  to   the  Company's  1995
                        Annual Report.

                  4.24  Warrant  Agreement  dated as  of  January
                        26,  1995  between  the Company  and MCC,
                        incorporated  by  reference  to   Exhibit
                        4.24   to   the  Company's   1995  Annual
                        Report.

                  4.25  Warrant issued to Alfred Schechter  dated
                        January   26,   1995,   incorporated   by
                        reference   to   Exhibit  4.25   to   the
                        Company's 1995 Annual Report.

                  4.26  Warrant issued  to Don  M. Harwell  dated
                        January   26,   1995,   incorporated   by
                        reference   to   Exhibit  4.26   to   the
                        Company's 1995 Annual Report.

                  4.27  Warrant issued  to MCC  dated January 26,
                        1995,   incorporated  by   reference   to
                        Exhibit   4.27  to   the  Company's  1995
                        Annual Report.

                  4.28  See  the   Certificate  of   Designation,
                        Preferences and  Rights of  the Series  A
                        Preferred  Stock of  the Company (Exhibit
                        3.4  hereof), incorporated  by  reference
                        to  Exhibit  4.28  to the  Company's 1995
                        Annual Report.

                  4.29  Warrant  Agreement  dated  as of  June 8,
                        1994  between  the Company  and Cryogenic
                        TADOPTR  Company, L.P.  and the  Form  of
                        Warrant   Certificate   issued   pursuant
                        thereto,  incorporated  by  reference  to
                        Exhibit   4.29  to   the  Company's  1995
                        Annual Report.

                  4.30  Warrant  Agreement  dated as  of December
                        20,  1994  between  the  Company and  The
                        Edgehill   Corporation,  incorporated  by
                        reference   to   Exhibit  4.30   to   the
                        Company's 1995 Annual Report.


                                       17

<PAGE>


                  4.31  Warrant    issued   to    The    Edgehill
                        Corporation  dated  as  of  December  20,
                        1994,   incorporated  by   reference   to
                        Exhibit   4.31  to   the  Company's  1995
                        Annual Report.

                  4.32  Registration  Rights Agreement  dated  as
                        of December  20, 1994  among the Company,
                        certain   parties   named   therein   and
                        International  Capital  Partners,   Inc.,
                        incorporated  by  reference  to   Exhibit
                        4.32   to   the  Company's   1995  Annual
                        Report.

                  4.33  Form  of  Warrant  issued   to  each   of
                        International Capital Partners, Inc.  and
                        the  parties  named in  the  Registration
                        Rights  Agreement  dated as  of  December
                        20,   1994    (Exhibit   4.32    hereof),
                        incorporated  by  reference  to   Exhibit
                        4.33   to   the  Company's   1995  Annual
                        Report.

                  *10.1 Credit  and  Security Agreement  dated as
                        of  December 19,  1995 and  Supplement  A
                        thereto   between  Cryenco,   Inc.,   the
                        Company   and   FBS   Business    Finance
                        Corporation.

                  *27   Financial  Date   Schedule  pursuant   to
                        Article 5  of Regulation  S-X filed  with
                        EDGAR filing only.

                   (b)   No  reports  on Form  8-K  have been  filed  during the
                         quarter ended November 30, 1995.

________________
* Filed herewith

                                       18

<PAGE>

                                    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.

                                          CRYENCO SCIENCES, INC.
                                               (Registrant)

                                           By: /s/ Alfred Schechter
                                              -------------------------------
                                              Alfred Schechter, Chairman
                                              of the Board, Chief Executive
                                              Officer and President



                                              /s/ James A. Raabe
                                              -------------------------------
                                              James A. Raabe,
                                              Chief Financial Officer


January 12, 1996

                                       19

<PAGE>


              EXHIBIT   DESCRIPTION OF EXHIBITS                          PAGE

                  3.1   Restated Certificate of Incorporation  of
                        the  Company, incorporated  by  reference
                        to   Exhibit   3.1   to   the   Company's
                        Registration Statement on Form S-2,  File
                        No. 33-48738,  filed  on  June  19,  1992
                        (the "S-2 Registration Statement").

                  3.2   By-laws  of the  Company, incorporated by
                        reference   to   Exhibit   3.2   to   the
                        Company's Registration Statement on  Form
                        S-1, File  No. 33-7532, filed on July 25,
                        1986.

                  3.3   Certificate of Amendment to the  Restated
                        Certificate  of   Incorporation  of   the
                        Company,  incorporated  by  reference  to
                        Exhibit  3.3  to  the  Company's   Annual
                        Report on Form  10-K for the  fiscal year
                        ended August  31, 1995  (the "1995 Annual
                        Report").

                  3.4   Certificate  of Designation,  Preferences
                        and Rights  of  the  Series  A  Preferred
                        Stock  of  the Company,  incorporated  by
                        reference   to   Exhibit   3.4   to   the
                        Company's 1995 Annual Report.

                  3.5   Corrected  Certificate  of  Amendment  of
                        Restated Certificate of Incorporation  of
                        the  Company, incorporated  by  reference
                        to  Exhibit  3.5  to  the Company's  1995
                        Annual Report.

                  4.1   See   Article  Fourth   of  the  Restated
                        Certificate of Incorporation, as  amended
                        and  corrected,  of the  Company (Exhibit
                        3.5  hereof), incorporated  by  reference
                        to Exhibit  4.1  to  the  Company's  1995
                        Annual Report.

                  4.2   Forms of Common  Stock and Class B Common
                        Stock   certificates  of   the   Company,
                        incorporated by reference to Exhibit  4.3
                        of the  Company's Registration  Statement
                        on Form S-4, File No. 33-43782,  filed on
                        December 19, 1991.

                  4.3   Registration  Rights Agreement  dated  as
                        of   August   30,  1991   among   Cryenco
                        Holdings,  Inc.  ("CHI"),  CIT,  Chemical
                        Bank  and  the Investors  named  therein,
                        incorporated by reference to Exhibit  4.3
                        to the Company's 1995 Annual Report.

                                       20

<PAGE>

                  4.4   Warrant  Agreement dated as of August 30,
                        1991 between Chemical Bank,  CHI and  the
                        Company,  incorporated  by  reference  to
                        Exhibit  4.4 to the Company's 1995 Annual
                        Report.

                  4.5   Letter  Agreement  dated April  15,  1992
                        among the Company,  CIT and Chemical Bank
                        relating  to  the  Warrants  referred  to
                         herein   at   Exhibits   4.8   and   4.9,
                        incorporated by reference to  Exhibit 4.9
                        to the S-2 Registration Statement.

                  4.6   Letter  Agreement dated  August 12,  1992
                        between  the  Company and  Chemical  Bank
                        relating  to  the  Warrants  referred  to
                        herein  at Exhibit 4.8,  incorporated  by
                        reference   to   Exhibit   4.6   to   the
                        Company's 1995 Annual Report.

                  4.7   Letter  Agreement dated  August 12,  1992
                        between the Company and  CIT relating  to
                        the   Warrants  referred   to  herein  at
                        Exhibit 4.9,  incorporated  by  reference
                        to Exhibit  4.7  to  the  Company's  1995
                        Annual Report.

                  4.8   Warrants  issued  to Chemical  Bank  each
                        dated  April 27,  1992,  incorporated  by
                        reference   to   Exhibit   4.8   to   the
                        Company's 1995 Annual Report.

                  4.9   Warrants   issued   to  CIT   each  dated
                        April 27,     1992,    incorporated    by
                        reference   to   Exhibit   4.9   to   the
                        Company's 1995 Annual Report.

                  4.10  Warrant   issued    to   Dain    Bosworth
                        Incorporated  dated   August  20,   1992,
                        incorporated  by  reference  to   Exhibit
                        4.12 to the S-2 Registration Statement.

                  4.11  Warrant Agreement dated as  of March  12,
                        1993  between  the  Company  and   Alfred
                        Schechter, incorporated  by reference  to
                        Exhibit   4.11  to   the  Company's  1995
                        Annual Report.

                  4.12  Warrant Agreement dated as  of March  12,
                        1993  between  the  Company  and  Don  M.
                        Harwell,  incorporated  by  reference  to
                        Exhibit   4.12  to   the  Company's  1995
                        Annual Report.

                                       21

<PAGE>


                  4.13  Warrant Agreement dated as  of March  12,
                        1993  between  the Company  and Mezzanine
                        Capital   Corporation  Limited   ("MCC"),
                        incorporated  by  reference  to   Exhibit
                        4.13   to   the  Company's   1995  Annual
                        Report.

                  4.14  Warrant issued to Alfred Schechter  dated
                        March   12,    1993,   incorporated    by
                        reference   to   Exhibit  4.14   to   the
                        Company's 1995 Annual Report.

                  4.15  Warrant issued  to Don  M. Harwell  dated
                        March   12,    1993,   incorporated    by
                        reference   to   Exhibit  4.15   to   the
                        Company's 1995 Annual Report.

                  4.16  Warrant  issued  to  MCC dated  March 12,
                        1993,   incorporated  by   reference   to
                        Exhibit   4.16  to   the  Company's  1995
                        Annual Report.

                  4.17  Letter Agreement  dated  as  of  June  9,
                        1993  between  the  Company  and   Alfred
                        Schechter  with  respect to  the Exercise
                        Price for the  Warrant referred to herein
                        at   Exhibit   4.14,   incorporated    by
                        reference   to   Exhibit  4.17   to   the
                        Company's 1995 Annual Report.

                  4.18  Letter  Agreement  dated  as  of June  9,
                        1993  between  the  Company  and  Don  M.
                        Harwell  with  respect  to  the  Exercise
                        Price  for the Warrant referred to herein
                        at   Exhibit   4.15,   incorporated    by
                        reference   to   Exhibit  4.18   to   the
                        Company's 1995 Annual Report.

                  4.19  Letter  Agreement  dated as  of  June  9,
                        1993  between  the  Company and  MCC with
                        respect   to  the   Warrant  referred  to
                        herein  at Exhibit  4.16, incorporated by
                        reference   to   Exhibit  4.19   to   the
                        Company's 1995 Annual Report.

                  4.20  Warrant  issued  to Chemical  Bank  dated
                        November   24,  1993,   incorporated   by
                        reference   to   Exhibit  4.20   to   the
                        Company's 1995 Annual Report.

                  4.21  Warrant issued to CIT dated  November 24,
                        1993,   incorporated  by   reference   to
                        Exhibit   4.21  to   the  Company's  1995
                        Annual Report.

                  4.22  Warrant  Agreement  dated as  of  January
                        26, 1995  between the Company and  Alfred
                        Schechter, incorporated  by


                                       22

<PAGE>


                        reference to Exhibit 4.22 to the Company's
                        1995 Annual Report.

                  4.23  Warrant  Agreement  dated as  of  January
                        26, 1995  between the Company  and Don M.
                        Harwell,  incorporated  by  reference  to
                        Exhibit   4.23  to   the  Company's  1995
                        Annual Report.

                  4.24  Warrant  Agreement  dated as  of  January
                        26,  1995 between  the Company  and  MCC,
                        incorporated  by  reference  to   Exhibit
                        4.24   to   the  Company's   1995  Annual
                        Report.

                  4.25  Warrant issued to Alfred Schechter  dated
                        January   26,   1995,   incorporated   by
                        reference   to   Exhibit  4.25   to   the
                        Company's 1995 Annual Report.

                  4.26  Warrant issued  to Don  M. Harwell  dated
                        January   26,   1995,   incorporated   by
                        reference   to   Exhibit  4.26   to   the
                        Company's 1995 Annual Report.

                  4.27  Warrant issued  to MCC dated January  26,
                        1995,   incorporated  by   reference   to
                        Exhibit   4.27  to   the  Company's  1995
                        Annual Report.

                  4.28  See  the   Certificate  of   Designation,
                        Preferences and  Rights of  the Series  A
                        Preferred  Stock of  the Company (Exhibit
                        3.4  hereof), incorporated  by  reference
                        to  Exhibit 4.28  to the  Company's  1995
                        Annual Report.

                  4.29  Warrant  Agreement dated  as of  June  8,
                        1994  between  the Company  and Cryogenic
                        TADOPTR  Company, L.P.  and  the  Form of
                        Warrant   Certificate   issued   pursuant
                        thereto,  incorporated  by  reference  to
                        Exhibit   4.29  to   the  Company's  1995
                        Annual Report.

                  4.30  Warrant  Agreement  dated as  of December
                        20,  1994  between the  Company  and  The
                        Edgehill  Corporation,  incorporated   by
                        reference   to   Exhibit  4.30   to   the
                        Company's 1995 Annual Report.

                  4.31  Warrant    issued   to    The    Edgehill
                        Corporation  dated  as  of  December  20,
                        1994,   incorporated  by   reference   to
                        Exhibit   4.31  to   the  Company's  1995
                        Annual Report.

                                       23

<PAGE>


                  4.32  Registration  Rights Agreement  dated  as
                        of December  20, 1994 among the  Company,
                        certain   parties   named   therein   and
                        International   Capital  Partners,  Inc.,
                        incorporated  by  reference  to   Exhibit
                        4.32   to   the  Company's   1995  Annual
                        Report.

                  4.33  Form  of   Warrant  issued   to  each  of
                        International Capital Partners, Inc.  and
                        the  parties  named in  the  Registration
                        Rights  Agreement  dated as  of  December
                        20,   1994    (Exhibit   4.32    hereof),
                        incorporated  by  reference  to   Exhibit
                        4.33   to   the  Company's   1995  Annual
                        Report.

                  *10.1 Credit  and  Security Agreement  dated as
                        of  December 19,  1995  and  Supplement A
                        thereto   between  Cryenco,   Inc.,   the
                        Company   and   FBS   Business    Finance
                        Corporation.

                  *27   Financial  Date   Schedule  pursuant   to
                        Article 5  of Regulation  S-X filed  with
                        EDGAR filing only.


________________
* Filed herewith

                                       24