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) OF THE  SECURITIES
EXCHANGE ACT OF 1934

For the quarterly period ended May 31, 2000
                                                                  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: 0-1460

                                        ANDERSEN GROUP, INC.
                       (Exact name of Registrant as specified in its charter)

           DELAWARE                                           06-0659863

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



515 Madison Avenue, New York, New York                                    10022

   (Address of principal executive offices)                           (Zip Code)

                                      (212) 826-8942
                       (Registrant's telephone number, including area code)


     Indicate  by check mark  whether the  registrant  (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ____


     As of July 7, 2000, there were 2,054,509  shares of the  Registran's  $.01
par value common stock outstanding.

Title                                       Outstanding

Common Stock, $0.01 par value per share     Authorized 6,000,000 shares;
                                                Issued 2,059,863








<TABLE>
<CAPTION>


Part I.  Financial Information
Item 1.  Financial Statements

                                                         ANDERSEN GROUP, INC.
                                                      Consolidated Balance Sheets
                                                            (In thousands)

<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                             May 31, 2000                February 29, 2000
ASSETS                                                                       (Unaudited)
Current assets:
   Cash and cash equivalents                                                    $ 1,255                        $ 1,854
   Marketable securities                                                            980                            926
   Accounts and other receivables less
     allowances of $123 and $111                                                  5,855                          4,657
   Inventories                                                                    5,891                          8,019
   Prepaid expenses and other assets                                                278                            468

     Total current assets                                                        14,259                         15,924


Property, plant and equipment, net                                               10,016                         10,148
Prepaid pension expense                                                           4,932                          4,917
Investments in Moscow Broadband Communication Ltd.                                3,969                          4,084
Other assets                                                                      2,163                          2,045

                                                                                $35,339                        $37,118

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Current maturities of long-term debt                                           $ 521                          $ 521
   Short-term borrowings                                                          1,760                          3,054
   Accounts payable                                                                 677                          1,015
   Other current liabilities                                                      1,516                          1,674
   Deferred income taxes                                                            456                            456

     Total current liabilities                                                    4,930                          6,720

Long-term debt, less current maturities                                           3,166                          3,190
Notes payable to officer, net of unamortized discount                             1,128                            933
Subordinated note payable, net of unamortized discount                            7,366                          7,358
Other liabilities                                                                 1,906                          1,973
Deferred income taxes                                                             1,641                          1,682

     Total liabilities                                                           20,137                         21,856

Commitments and contingencies

Stockholders' equity:
   Cumulative convertible preferred stock                                         3,799                         4,033
   Common stock                                                                      21                            20
   Treasury stock                                                                  (102)                         (276)
   Additional paid-in capital                                                     6,342                         6,141
   Retained earnings                                                              5,142                         5,344

     Total stockholders' equity                                                  15,202                        15,262

                                                                                $35,339                       $37,118

See accompanying notes to consolidated financial statements.

</TABLE>

<TABLE>
<CAPTION>


                                                         ANDERSEN GROUP, INC.
                                                 Consolidated Statements of Operations
                                                 (In thousands, except per share data)
                                                              (unaudited)


<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                                    Three months ended
                                                                            May 31, 2000          May 31, 1999
Revenues:
   Net sales                                                                    $ 9,466              $ 7,298
   Investment and other income                                                      139                  903

                                                                                  9,605                8,201

Costs and expenses:
   Cost of sales                                                                  6,962                4,953
   Selling, general and administrative                                            1,509                1,696
   Research and development                                                         624                  572
   Interest expense                                                                 589                  388

                                                                                  9,684                7,609

(Loss) income before equity in losses of Moscow Broadband
  Communication Ltd. and income taxes                                               (79)                 592
Equity in losses of Moscow Broadband Communication Ltd.                            (115)                   -

Net (loss) income before income taxes                                              (194)                 592
Income tax (benefit) expense                                                        (68)                 236

Net (loss) income                                                                  (126)                 356
Preferred dividends                                                                 (76)                 (96)

(Loss) income applicable to common shares                                        $ (202)               $ 260

Earnings (loss) per common share:
   Basic                                                                        $ (0.10)              $ 0.13

   Diluted                                                                      $ (0.10)              $ 0.13


See accompanying notes to consolidated financial statements.
</TABLE>


<TABLE>
<CAPTION>


                                                         ANDERSEN GROUP, INC.
                                                 Consolidated Statements of Cash Flows
                                                            (In thousands)
                                                              (unaudited)

<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                        May 31, 2000              May 31, 1999


Cash flows from operating activities:
Net (loss) income                                                          $ (126)                    $ 356

Adjustments to reconcile net (loss)  income to net cash
provided by (used in) operating activities:
     Equity in losses of Moscow Broadband Communication Ltd.                  115                         -
     Depreciation, amortization and accretion                                 324                       358
     Deferred income taxes                                                    (41)                      303
     Pension income                                                           (15)                      (25)
     Net gains from marketable securities
       and investments                                                        (77)                     (645)
     Purchases of marketable securities                                         -                      (113)
     Proceeds from sales of marketable securities                              23                       390

Changes in operating assets and liabilities:
     Accounts and other receivables                                        (1,198)                     (522)
     Inventories                                                            2,128                     1,326
     Prepaid expenses and other assets                                        201                       (66)
     Accounts payable                                                        (338)                      821
     Accrued liabilities and other long-term obligations                     (160)                     (241)

     Net cash provided by operating activities                                836                     1,942

Cash flows from investing activities:
     Purchases of property and equipment                                     (364)                     (244)

     Net cash used in investing activities                                   (364)                     (244)

Cash flows from financing activities:
     Principal payments on long-term debt                                     (24)                      (29)
     Proceeds from issuance of secured note to officer                        200                         -
     Borrowings, net                                                       (1,294)                   (1,003)
     Stock options exercised                                                   74                         -
     Net sale of treasury stock                                                49                        14
     Preferred dividends paid                                                 (76)                      (96)

     Net cash used in financing activities                                 (1,071)                   (1,114)

     Net (decrease) increase in cash and cash equivalents                    (599)                      584

     Cash and cash equivalents - beginning of period                        1,854                     2,541

     Cash and cash equivalents - end of period                             $1,255                   $ 3,125


   See accompanying notes to consolidated financial statements.


</TABLE>

ANDERSEN GROUP, INC.
Notes to Consolidated Financial Statements

(1)      Accounting Policies

     The accompanying  interim financial  statements and related notes should be
read in  conjunction  with the  Consolidated  Financial  Statements  of Andersen
Group, Inc. and related notes as contained in the Annual Report on Form 10-K for
the fiscal  year ended  February  29,  2000.  The interim  financial  statements
include all adjustments  (consisting only of normal  recurring  adjustments) and
accruals necessary in the judgment of management for a fair presentation of such
statements.  In addition,  certain reclassifications have been made to the prior
period  financial  information  so  that  it  conforms  to  the  current  period
presentation.

(2)      Marketable Securities

         Marketable securities consisted of the following (in thousands):
<TABLE>
<CAPTION>
<S>     <C>    <C>    <C>    <C>    <C>    <C>


                                                    May 31, 2000                     February 29, 2000
F M Emerging Russia Fund                                $898                               $825
Portfolio of Ukraine stocks                              262                                239
Renaissance Russian Bond Fund                             52                                 75
Valuation reserve - foreign investments                 (232)                              (213)

                                                        $980                               $926


(3)      Inventories

         Inventories consisted of the following (in thousands):

                                                    May 31, 2000                     February 29, 2000
Raw material                                          $ 3,287                            $ 5,727
Work in process                                         6,471                              8,153
Finished goods                                          5,551                              6,029
Consignment leases                                     (4,480)                            (6,952)
                                                       10,829                             12,957
LIFO Reserve                                            4,938                              4,938
                                                      $ 5,891                            $ 8,019
</TABLE>

     At May 31,  2000,  the  precious  metal  inventory  levels of The J.M.  Ney
Company,  which are valued on a LIFO  basis,  were  lower than the prior  fiscal
year-end  levels.  Due to the interim nature of these financial  statements,  no
adjustment of the LIFO reserve has been recognized in the Consolidated Statement
of  Operations.  Had such  inventory  levels been  determined to be permanent in
nature,  at May 31, 2000 there would have been a decrease in the LIFO reserve of
approximately $556,000 and a corresponding decrease to cost of sales.

     (4) Investment in Moscow Broadband  Communication  Ltd. The Company records
its investment in Moscow Broadband Communication Ltd. ("Moscow Broadband") using
the  equity  method  of  accounting,  which  is at  cost  as  adjusted  for  its
proportionate  share  of the  equity  in  the  earnings  and  losses  of  Moscow
Broadband.  For the three months ended May 31, 2000 the Company  recorded a loss
of $115,000 which represents its 25% interest in Moscow  Broadband's three month
losses  of  $460,000,  which in turn,  include  Moscow  Broadband's  50%  equity
interest in the losses of ComCor TV.

     At May 31, 2000, the carrying  value of the Company's  investment in Moscow
Broadband  was  $3,969,000,  and the  Company's  25% equity in the net assets of
Moscow  Broadband was $4,515,000.  The $546,000  difference is due to a previous
write down of this  investment  and the  purchase of shares of Moscow  Broadband
during the prior fiscal year, using  credited  accounts  receivable  for amounts
previously expensed.

 (5) Short-Term Borrowings

     At May 31,  2000,  J.M.  Ney  did  not  meet  certain  financial  covenants
contained  within its revolving credit and deferred payment sales agreement with
its bank. The bank had has granted JM Ney the necessary  waivers relating to the
effects of these specific violations.

(6)      Income Taxes

     Income tax expense  represents an estimate of the effective income tax rate
for the current fiscal year.

(7)      (Loss) Earnings Per Share

     (Loss) earnings per share are computed based on the weighted average number
of common and common equivalent shares  outstanding.  Diluted earnings per share
assumes full conversion of all  convertible  securities into common stock at the
later of the beginning of the year or date of issuance, unless antidilutive. For
the  three-month  period ended May 31, 2000, the effect of such  conversions was
antidilutive.

(8)      Business Segments and Export Sales

     During the three  months ended May 31,  2000,  the Company  operated in two
segments,  Electronics,  which  comprises the operations of The J.M. Ney Company
("J.M.  Ney"),  and Corporate,  which includes the Company's  investments,  real
estate and corporate administrative activities. Operating income consists of net
sales, investment and other income, less cost of sales and selling,  general and
administrative  expenses directly allocated to the industry segments.  Corporate
revenues  consist of investment and other income not  attributable  to J.M. Ney.
Corporate  identifiable  assets  include  marketable  securities  and assets not
directly attributable to J.M. Ney.

     Summarized  financial  information for business  segments is as follows (in
thousands):
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>

Three months ended:                                       May 31, 2000                May 31, 1999

Revenues:
  Electronics                                                $9,473                      $7,366
  Corporate                                                     132                         835
                                                             $9,605                      $8,201
Operating income (loss):
  Electronics                                                $ 731                        $ 686
  Corporate                                                   (221)                         294
                                                             $ 510                        $ 980
Interest expense:
  Electronics                                                $ 474                        $ 269
  Corporate                                                    115                          119
                                                             $ 589                        $ 388
Depreciation, amortization and accretion:
  Electronics                                                $ 276                        $ 328
  Corporate                                                     48                           30
                                                             $ 324                        $ 358
Capital expenditures:
  Electronics                                                $ 364                        $ 244
  Corporate                                                      -                            -
                                                             $ 364                        $ 244

As of:                                                    May 31, 2000              February 29, 2000
Identifiable assets:
  Electronics                                               $25,952                      $27,835
  Corporate                                                   9,387                        9,283
                                                            $35,339                      $37,118
</TABLE>

     Export  sales  for the  three  months  ended  May 31,  2000 and  1999  were
$1,781,000  and  $1,165,000  respectively.  Such  sales were made  primarily  to
customers in Europe and the Pacific Rim.

     During the three  months  ended May 31, 2000 and 1999,  sales to a customer
accounted for 14.8% and 19.1% of net sales, respectively. Also, sales to another
customer  during the three months ended May 31, 2000  accounted for 13.7% of net
sales.

(9)             Related Party Transactions

     In April 2000, the Company borrowed $200,000 from its President in exchange
for a secured note bearing  interest at the annual rate of 8.5% and a warrant to
purchase  5,393 shares of the Company's  stock at $11.13 per share through April
2003.  Also, in April 2000,  the Company  received  $50,000 from its Chairman in
exchange  for an unsecured  demand note  bearing  interest at the annual rate of
10.0%. This loan and related interest was repaid in May 2000.

(10)            Supplemental Disclosure of Cash Flow Information

     During the three  months  ended May 31,  2000,  the Company  issued  24,499
shares  of its  common  stock  from  the  conversion  of  12,603  shares  of its
cumulative convertible preferred stock.

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

     For the three  months  ended May 31,  2000,  the Company  recorded net loss
applicable to common  shareholders of $202,000,  or ($0.10) per share, basic and
diluted.  During the prior fiscal year's first quarter, the Company reported net
income applicable to common shareholders of $260,000,  or $0.13 per share, basic
and diluted.

     REVENUES  Total  revenues for the quarter  ended May 31, 2000 of $9,605,000
represents a 17.1% increase over revenues for the comparable period in the prior
fiscal year.  This  increase was due to a $2,168,000  increase in net sales from
The J.M. Ney Company (JM Ney) which was partly  offset by lower  investment  and
other income.

     Net sales for the three months ended May 31, 2000 totaled $9,466,000, which
is a 29.7%  increase  from the prior fiscal  year's first  quarter sales levels.
Much of the  increase  is due to the pass  through  effect of  higher  palladium
prices.  During  the  most  recent  quarter,  the  price of  palladium  averaged
approximately  $603 per troy  ounce as  compared  to $314 per troy  ounce in the
prior fiscal year's first  quarter.  During the three months ended May 31, 2000,
products sold by J.M. Ney contained approximately 5,800 ounces of palladium.

     Investment and other income totaled $139,000 for the three months ended May
31, 2000,  as compared to $903,000 of such income for the quarter  ended May 31,
1999.  Significant  components of this income during each period were as follows
(in thousands):
<TABLE>
<S>     <C>    <C>    <C>    <C>    <C>    <C>



                                                                       For Three Months Ended
                                                               May 31, 2000                     May 31, 1999
Net gains from domestic investment portfolio                        $ -                             $ 379
Net gains from Russian and
  Eastern European portfolio                                         77                               266
Interest and dividends                                               11                                43
Rental income                                                       108                               116
Ultrasonic royalty                                                    8                                 -
Other, net                                                          (65)                               99

                                                                  $ 139                             $ 903

</TABLE>



     COST OF SALES Cost of sales  during  the three  months  ended May 31,  2000
represented  73.5% of net sales,  versus  costs of sales during the prior fiscal
year's  first  quarter  which were 67.9% of net sales.  The decline in the gross
margin  from 32.1% to 26.5% was the  result of  significantly  higher  palladium
prices,  which were passed on in the form of higher selling prices,  but without
the same degree of mark-up.  Total gross margin  dollars during the quarter were
6.8% higher than the prior fiscal year's first quarter primarily due to precious
metals  gains from closing out forward  sales,  deferred  pricing  loans and put
options.  Such gains were  partially  offset by lower  pension  income and lower
margins from refining transactions.

     SELLING,   GENERAL  AND  ADMINISTRATIVE   EXPENSES  Selling,   general  and
administrative  expenses  for  the  three  months  ended  May 31,  2000  totaled
$1,509,000,  which is a decrease  of 11.0% from the prior  fiscal  year's  first
quarter. The decrease reflects the absence of amounts being directly expensed to
support Moscow  Broadband's due diligence efforts with respect to its investment
in ComCor-TV.  In addition,  reduced Corporate headcount continued to the decine
in these costs.

     RESEARCH AND  DEVELOPMENT  EXPENSES  Research,  development and engineering
expenses  during the three  months ended May 31, 2000  totaled  $624,000,  which
represents a 9.1% increase from the prior year. Additional engineering positions
to expand JM Ney's technical capabilities contributed to the overall increase.

     INTEREST  EXPENSE  Interest  expense  during the three months ended May 31,
2000 totaled $589,000,  which is 51.8% higher than the costs incurred during the
first  quarter of the prior fiscal year.  This  increase is primarily due to the
high cost of palladium  leases and deferred  pricing  borrowings  which resulted
from increased borrowing levels,  higher palladium prices and higher lease rates
as compared to the prior year.

     INCOME TAX EXPENSE  Income  taxes have been  accrued  based upon  estimated
effective tax rates for the fiscal year.

     LIQUIDITY AND CAPITAL RESOURCES At May 31, 2000, the Company's consolidated
cash and marketable securities totaled $2,235,000,  which is a $545,000 decrease
from increase from the February 29, 2000 levels.  Payments to reduce  short-term
borrowings  offset by cash provided by operating  activities  contributed to the
overall decrease.

     As a result of covenants contained in its borrowing  agreements,  JM Ney is
restricted from paying dividends or otherwise  transferring funds to the Company
outside the ordinary course of business except as defined in certain  covenants.
At  May  31,  2000,  JM  Ney's  working  capital  was  $7,263,000  or  77.9%  of
consolidated  net  current  assets,  and  its  net  worth,  net of a $4  million
subordinated  note payable to the Company,  totaled  $6,546,000  or 43.1% of the
Company's consolidated total.

     FORWARD-LOOKING STATEMENTS This report contains forward-looking statements,
which are subject to a number of risks and  uncertainties  that may cause actual
results to differ materially from expectations. Those uncertainties include, but
are not limited to the following:

     The Company has expanded its investment and business development activities
in Russia and Eastern  Europe.  Economic  and  political  developments  in these
countries  could  significantly  impact  both the  return  on and the  return of
capital employed in these regions.  The price and volatility of precious metals,
particularly  palladium  and gold,  could impact the market for many of JM Ney's
products, as users substitute less expensive materials.



Item 3.  Quantitative and Qualitative Disclosures About Market Risk

     The Company  and JM Ney are  exposed to market risk from  changes in equity
security prices, certain commodity prices,  interest rates and from factors that
impact equity investments in Russia, the Ukraine and Poland, as discussed in the
Company's  Annual Report on Form 10-K for the year ended  February 29, 2000. The
following information is presented to update the status of the identified risks.



     FOREIGN  INVESTMENT RISK The Company has an investment in Moscow  Broadband
with a carrying  value of  $3,969,000.  Moscow  Broadband's  primary asset is an
investment  in ComCor  TV, a Moscow,  Russian  based  broadband  cable  operator
licensed to provide video,  Internet and  telephoning to up to 1.5 million homes
and  businesses in Moscow.  The Company also has a trading  portfolio of Russian
and Ukrainian  investments  with market  values  totaling  $1,160,000  and a net
reported  value of  $928,000.  In  addition,  as a result of the  receipt  of an
additional  in a  series  of  anticipated  liquidating  distributions,  JM Ney's
investment in a Russian bond fund has been reduced to approximately $52,000. All
such  investments bear the specific  economic,  currently and political risks of
this region.

     COMMMODITY  RATE RISK During the  quarter  ended May 31,  2000,  the market
price for gold declined from $287 per troy ounce to $268 per troy ounce.  At the
same time,  the market price of palladium  declined  from $722 per troy ounce to
$568 per troy ounce, but it has subsequently been as much as $100 per troy ounce
higher.  Such  fluctuations  impact  selling  prices  and  can  affect  reported
profitability.

     INTEREST RATE RISK The interest cost of JM Ney's precious metal  borrowings
in the form of consignment  leases or deferred pricing borrowing in recent years
has experienced significant fluctuations. During the first quarter, the interest
costs of such  arrangements  fell  from 18% per  annum to  approximately  9% per
annum.  During the  quarter,  JM Ney reduced  the number of ounces of  palladium
leased  or  borrowed  from  11,166  troy  ounces  to 6,042  troy  ounces.  These
reductions  reduce  J.M.  Ney's  exposure to the  effects of such  leasing  cost
volatility.

Part II.  Other Information

Item 1.  Legal Proceedings

     Morton  International,  Inc. v. A.E.  Staley Mfg.  Co. et al. and  Velsicol
Chemical Corp. v. A.E. Staley Mfg. Co. et al

     As  originally  reported  in the  Company's  Form  10-K for the year  ended
February 28, 1997, in July 1996, two companion lawsuits were filed in the United
States  District  Court for the  District of New Jersey,  by various  owners and
operators of the  Ventron-Velsicol  Superfund Site (Site).  The lawsuits,  which
were subsequently consolidated, were filed under the Comprehensive Environmental
Resource Compensation and Liability Act (CERCLA),  the Resource Conservation and
Recovery Act, the New Jersey Spill Act and New Jersey common law,  alleging that
the  defendants  (over 100  companies,  including  J.M. Ney) were  generators of
certain  wastes  allegedly  processed at the site. The lawsuits seek recovery of
costs incurred and a declaration of future liability for costs to be incurred by
the owners and operators in studying and remediating the Site.

     Based on preliminary  disclosure of information relating to the claims made
by plaintiffs and  defendants,  J.M. Ney,  which  produced and refined  precious
metals used in dental  amalgams,  is one of the smaller  parties to have had any
transactions  with one of the  plaintiff's  predecessors  in interest.  However,
under both CERCLA and the New Jersey Spill Act, a party is jointly and severally
liable,  unless  there  is a basis  for  divisibility.  At this  time,  there is
insufficient  information  to determine the  appropriate  allocation of costs as
between or among the defendant  group, if liability to the generator  defendants
is ultimately proven.  Moreover,  because of the incomplete status of discovery,
the Company is unable to predict the probable  outcome of the  lawsuit,  whether
favorable or unfavorable,  and has no basis to ascertain a range of loss, should
any  occur,   with  respect  to  an  outcome  that  might  be  characterized  as
unfavorable.

     The Company  continues  to  investigate  whether any  liability,  which may
accrue at some future date, may be subject to  reimbursement in whole or in part
from insurance  proceeds.  The Company intends to continue to vigorously  defend
the lawsuit.

     James S.  Cathers and Sylvia Jean  Cathers,  his wife v. Kerr  Corporation,
Whip-Mix Corporation, The J.M. Ney Company and Dentsply Corporation, Inc.

     As  originally  reported in the  Company's  Form 10-Q for the quarter ended
August 31,  1997,  in August  1997,  J.M.  Ney was included as a defendant in an
asbestos related civil action for negligence and product  liability filed in the
Court of Common Pleas of Allegheny County, Pennsylvania, in which the Plaintiffs
claim  damages from being exposed to asbestos and asbestos  products  alleged to
have been  manufactured  and supplied by the  defendants,  including  J.M. Ney's
former Dental  Division.  The Company intends to vigorously  defend the lawsuit.
The Company has determined  that it has insurance that  potentially  covers this
claim and has called upon the  insurance  carriers to provide  reimbursement  of
defense costs and liability,  should any arise. As of this date, the Company has
no basis to  conclude  that the  litigation  may be  material  to the  Company's
financial condition or business.

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

None


Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits required by Item 601 of Regulation S-K:

     Exhibit               Description

     Exhibit 11            Statement re: Computation of Per Share Earnings.

     Exhibit 27            Financial Data Schedule.


No reports on Form 8-K were filed during the quarter ended May 31, 2000.

     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.


ANDERSEN GROUP, INC.

By:      /s/ Oliver R. Grace, Jr.
         Oliver R. Grace, Jr.
         President and Chief Executive Officer

Date:    July 17, 2000


By:      /s/ Andrew M. O'Shea
         Andrew M. O'Shea
         Chief Financial Officer

Date:    July 17, 2000


<TABLE>
<CAPTION>
                                                                     Exhibit 11
                                                   ANDERSEN GROUP, INC.
                                Statement Re: Computation of Per Share Earnings
                                          (In thousands, except per share data)

<S>     <C>    <C>    <C>    <C>    <C>    <C>

                                                                      Three Months Ended              Three Months Ended
Calculation of basic earnings (loss)                                     May 31, 2000                    May 31, 1999
   per share:
Numerator for basic and diluted earnings per share:

Net (loss) income                                                           $ (202)                         $  260

Denominator for basic earnings (loss) per share:
Weighted average number of shares outstanding during
   the period                                                                2,043                           1,930
Effect of dilutive securities                                                                                    6
                                                                                (a)
Denominator for diluted earnings per share                                   2,043                           1,936

Basic (loss) earnings per share                                             $(0.10)                          $0.13

Diluted (loss) earnings per share                                           $(0.10)                          $0.13

</TABLE>


     (a)  For the  three  month  period  ended  May  31,  2000,  the  effect  of
outstanding stock options or the assumed conversion of subordinated  convertible
notes or cumulative convertible preferred stock was antidilutive.


     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.


ANDERSEN GROUP, INC.

By:
         Oliver R. Grace
         President and Chief Executive Officer

Date:    July 17, 2000



By:
         Andrew M. O'Shea
         Chief Financial Officer

Date:    July 17, 2000