UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

                   QUARTERLY REPORT UNDER SECTION 13 OR 15 (D)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended June 30, 2003

Commission File Number 1-8635


                          AMERICAN MEDICAL ALERT CORP.
             (Exact Name of Registrant as Specified in its Charter)

         New York                                     11-2571221
(State or other jurisdiction of                   (I.R.S. Employer
incorporation or organization)                  Identification Number)

                3265 Lawson Boulevard, Oceanside, New York 11572
                    (Address of principal executive offices)
                                   (Zip Code)
                                 (516) 536-5850
              (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 __

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest  practicable  date:  7,444,706 shares of $.01 par
value common stock as of August 13, 2003.


<PAGE>

                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES



                              INDEX                                        PAGE

Part  I  Financial Information

            Report of Independent Accountants                               1

            Condensed Consolidated Balance Sheets for June 30, 2003
            and December 31, 2002                                           2

            Condensed Consolidated Statements of Income for the             4
            Six Months Ended June 30, 2003 and 2002

            Condensed Consolidated Statements of Income for the
            Three Months Ended June 30, 2003 and 2002                       5

            Condensed Consolidated Statements of Cash Flows for
            the Six Months Ended June 30, 2003 and 2002                     6

            Notes to Condensed Consolidated Financial Statements            8

            Management's Discussion and Analysis of
            Financial Condition and Results of Operations                  15

Part II  Other Information                                                 26


<PAGE>

Report of Independent Accountants

Board of Directors and Shareholders
American Medical Alert Corp. and Subsidiaries
Oceanside, New York

We have reviewed the condensed  consolidated  balance sheet of American  Medical
Alert Corp.  and  Subsidiaries  as of June 30,  2003 and the  related  condensed
consolidated  statements of income for the  three-month  and  six-month  periods
ended June 30, 2003 and 2002, and cash flows for the  six-months  ended June 30,
2003  and  2002.  These  financial  statements  are  the  responsibility  of the
company's management.

We  conducted  our  reviews in  accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial information consists principally of applying analytical procedures and
making inquiries of persons responsible for financial and accounting matters. It
is  substantially  less in scope  than an audit  conducted  in  accordance  with
generally accepted auditing standards,  the objective of which is the expression
of an opinion regarding the financial statements taken as a whole.  Accordingly,
we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the condensed consolidated financial statements referred to above for
them to be in conformity with accounting  principles  generally  accepted in the
United States of America.

We have  previously  audited,  in accordance with auditing  standards  generally
accepted in the United  States of America,  the  consolidated  balance  sheet of
American  Medical Alert Corp. and  subsidiaries as of December 31, 2002, and the
related consolidated  statements of income,  shareholders' equity and cash flows
for the year then ended (not  presented  herein);  and in our report dated March
14, 2003, we expressed an unqualified  opinion on those  consolidated  financial
statements.  In our  opinion,  the  information  set  forth in the  accompanying
condensed  consolidated  balance sheet as of December 31, 2002 is fairly stated,
in all material  respects,  in relation to the  consolidated  balance sheet from
which it has been derived.

/s/ Margolin, Winer & Evens LLP

Margolin, Winer & Evens LLP

August 13, 2003


                                      -1-

<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                     ASSETS

<TABLE>
<CAPTION>

                                                                                     June 30, 2003
                                                                                      (Unaudited)      Dec. 31, 2002
                                                                                     -------------     -------------
<S>                                                                                 <C>               <C>
         CURRENT ASSETS
              Cash                                                                  $  1,458,864      $    863,417
              Marketable securities                                                           --         2,057,925
              Accounts receivable
              (net of allowance for doubtful accounts of $585,000 and $540,000)        2,983,284         2,984,857
              Notes and other receivables                                                 40,115            75,792
              Inventory                                                                  363,305           373,423
              Prepaid and refundable taxes                                               215,232           271,572
              Prepaid expenses and other current assets                                  193,636           239,168
              Deferred income taxes                                                      280,000           292,000
              Asset held for sale                                                        352,500                --
                                                                                    ------------      ------------

              Total Current Assets                                                     5,886,936         7,158,154
                                                                                    ------------      ------------

         FIXED ASSETS

              (Net of accumulated depreciation and amortization)                       6,817,426         7,221,088
                                                                                    ------------      ------------

         OTHER ASSETS

                Long-term portion of notes receivable                                    132,490           143,391
                Intangible assets
                     (net of accumulated amortization of $715,274 and $599,304)        1,649,817         1,123,870
                Goodwill (net of accumulated amortization of $58,868)                  1,967,282           961,731
                Other assets                                                             178,273           218,413
                Deferred income taxes                                                    186,000           154,000
                                                                                    ------------      ------------
                                                                                       4,113,862         2,601,405
                                                                                    ------------      ------------
         TOTAL ASSETS                                                               $ 16,818,224      $ 16,980,647
                                                                                    ============      ============

         LIABILITIES AND SHAREHOLDERS' EQUITY

         CURRENT LIABILITIES:
              Current portion of notes payable                                      $    298,400      $    293,529
              Accounts payable                                                           392,559           681,927
              Accrued expenses                                                           821,845           816,569
              Current portion of capital lease obligations                               105,016           158,617
              Current portion of put warrant obligation                                  336,000           251,000
              Deferred revenue                                                            51,208           150,294
                                                                                    ------------      ------------
              Total Current Liabilities                                                2,005,028         2,351,936

         DEFERRED INCOME TAX LIABILITY                                                   637,000           597,000
         LONG-TERM PORTION OF NOTES PAYABLE                                              930,398         1,079,506
         LONG-TERM PORTION OF CAPITAL LEASE OBLIGATIONS                                  171,386           156,448
         LONG-TERM PORTION OF PUT WARRANT OBLIGATION                                     207,333           181,000
         ACCRUED RENTAL OBLIGATION AND OTHER                                              71,697            55,500
                                                                                    ------------      ------------
              TOTAL LIABILITIES                                                        4,022,842         4,421,390
                                                                                    ------------      ------------

                                      -2-
<PAGE>

         COMMITMENTS AND CONTINGENT LIABILITIES                                               --                --
         SHAREHOLDERS' EQUITY
              Preferred stock, $.01 par value - authorized, 1,000,000
              shares; none issued and  outstanding
              Common  stock, $.01 par  value -  authorized  20,000,000
              shares; issued 7,481,413 and 7,470,649 shares in 2003
              and 2002, respectively                                                      74,814            74,706
              Additional paid-in capital                                               9,020,288         8,999,172
              Retained earnings                                                        3,806,312         3,591,411
                                                                                    ------------      ------------
                                                                                      12,901,414        12,665,289
              Less treasury stock, at cost (43,910 shares)                              (106,032)         (106,032)
                                                                                    ------------      ------------
              Total Shareholders' Equity                                              12,795,382        12,559,257
                                                                                    ------------      ------------
         TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY                                 $ 16,818,224      $ 16,980,647
                                                                                    ============      ============
</TABLE>

See accompanying notes to condensed financial statements.


                                      -3-
<PAGE>

                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

<TABLE>
<CAPTION>


                                                                               Six Months Ended June 30,
                                                                                2003             2002
                                                                                ----             ----
<S>                                                                        <C>              <C>
         Revenues:
              Services                                                     $ 7,663,131      $ 7,142,735
              Product sales                                                    191,721          120,487
                                                                           -----------      -----------
                                                                             7,854,852        7,263,222
         Costs and Expenses (Income):

              Costs related to services                                      3,545,706        3,318,853
              Costs of products sold                                            99,035           63,245
              Selling, general and administrative expenses                   3,981,236        3,548,206
              Interest expense                                                  38,823           70,457
              Other income                                                    (149,849)        (171,554)
                                                                           -----------      -----------

         Income before Provision for Income Taxes                              339,901          434,015

         Provision for Income Taxes                                            125,000          215,000
                                                                           -----------      -----------

         NET INCOME                                                        $   214,901      $   219,015
                                                                           ===========      ===========

         Net income per share:
              Basic                                                        $       .03      $       .03
                                                                           -----------      -----------
              Diluted                                                      $       .03      $       .03
                                                                           -----------      -----------

         Weighted average number of common shares outstanding (Note 3)
              Basic                                                          7,430,601        6,949,848
                                                                           ===========      ===========

              Diluted                                                        7,547,894        7,412,729
                                                                           ===========      ===========

</TABLE>

See accompanying notes to condensed financial statements.


                                      -4-

<PAGE>


                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                             Three Months Ended June 30,
                                                                               2003               2002
                                                                               ----               ----
<S>                                                                        <C>              <C>
         Revenues:
              Services                                                     $ 3,883,302      $ 3,621,048
              Product sales                                                     70,063           32,911
                                                                           -----------      -----------
                                                                             3,953,365        3,653,959
         Costs and Expenses (Income):

              Costs related to services                                      1,733,342        1,706,960
              Costs of products sold                                            30,290           14,446
              Selling, general and administrative expenses                   1,991,099        1,774,952
              Interest expense                                                  17,521           34,620
              Other income                                                     (55,345)        (158,263)
                                                                           -----------      -----------

         Income before Provision for Income Taxes                              236,458          281,244

         Provision for Income Taxes                                             67,000          142,000
                                                                           -----------      -----------

         NET INCOME                                                        $   169,458      $   139,244
                                                                           ===========      ===========

         Net income per share:
              Basic                                                        $       .02      $       .02
                                                                           -----------      -----------
              Diluted                                                      $       .02      $       .02
                                                                           -----------      -----------

         Weighted average number of common shares outstanding (Note 3)
              Basic                                                          7,434,462        7,424,521
                                                                           ===========      ===========
              Diluted                                                        7,570,458        7,424,521
                                                                           ===========      ===========
</TABLE>

See accompanying notes to condensed financial statements.


                                      -5-
<PAGE>


                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                                  Six Months Ended June 30,
                                                                                   2003               2002*
                                                                                   ----               ----
<S>                                                                            <C>              <C>
         Cash Flows From Operating Activities:

              Net income                                                       $   214,901      $   219,015

              Adjustments  to  reconcile  net income to net cash  provided
                by  operating activities:
              Provision for deferred income taxes                                   20,000               --
              Depreciation and amortization                                      1,096,017          987,173
              Valuation of put warrants                                            111,333           50,000
              Accrued interest income                                                   --          (44,548)
              Decrease (increase) in:
                Accounts receivables                                               101,163         (156,045)
                Inventory                                                           10,118            2,816
                Prepaid and refundable taxes                                        56,340           64,866
                Prepaid expenses and other current assets                           45,532          (67,530)
                Other assets                                                         6,745          (43,776)
              (Decrease) in:
                Accounts payable, accrued expenses and other                      (286,282)        (242,847)
                Deferred revenue                                                   (99,086)         (12,027)
                                                                               -----------      -----------

         Net Cash Provided by Operating Activities                               1,276,781          757,097
                                                                               -----------      -----------

         Cash Flows From Investing Activities:
              Expenditures for fixed assets                                       (771,110)        (155,152)
              Purchase of LMA                                                   (1,686,720)              --
              Investments in marketable securities                               2,057,925       (2,021,939)
              Deposit on medical devices                                            25,620         (114,625)
              Repayment of notes receivable                                         46,578           70,390
              Increase in goodwill                                                 (75,034)         (58,570)
              Payment for account acquisitions, licensing
               agreement and deferred charges                                      (41,917)        (343,810)
                                                                               -----------      -----------

         Net Cash Used In Investing Activities                                    (444,658)      (2,623,706)
                                                                               -----------      -----------

         Cash Flows From Financing Activities:
              Principal payments under capital lease obligation                   (113,663)        (105,274)
              Proceeds from notes payable                                           16,049        1,787,054
              Repayment of notes payable                                          (160,286)      (1,900,500)
              Proceeds from private equity placement                                    --        2,730,000
              Payment of fees relating to private equity placement                      --         (208,061)
              Proceeds upon exercise of stock options                               21,224          127,255
                                                                               -----------      -----------

         Net Cash (Used in) Provided by Financing Activities                      (236,676)       2,430,474
                                                                               -----------      -----------
</TABLE>


See accompanying notes to condensed financial statements.


                                      -6-

<PAGE>


                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                                    Six Months Ended June 30,
                                                                     2003               2002
                                                                     ----               ----
<S>                                                              <C>                 <C>
         Net Increase in Cash                                    $  595,447          $  563,865

         Cash, Beginning of Period                                  863,417             818,696
                                                                 ----------          ----------


         Cash, End of Period                                     $1,458,864          $1,382,561
                                                                 ==========          ==========


SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

CASH PAID DURING THE PERIOD FOR INTEREST                         $   40,917          $   66,207
                                                                 ==========          ==========

CASH PAID DURING THE PERIOD FOR INCOME TAXES                     $   28,640          $  150,692
                                                                 ==========          ==========

SUPPLEMENTAL SCHEDULE OF NONCASH INVESTING
 AND FINANCING ACTIVITY:

  Fixed assets recorded under capital lease obligations          $   75,000          $       --
</TABLE>

  See Note 7 for assets and liabilities acquired in connection with the purchase
of LMA

* Reclassified to conform with June 30, 2003 presentation.

See accompanying notes to condensed financial statements.


                                      -7-

<PAGE>

                  AMERICAN MEDICAL ALERT CORP. AND SUBSIDIARIES
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)

1.    General:

These  financial  statements  should be read in  conjunction  with the financial
statements  and notes  thereto for the year ended  December 31, 2002 included in
the Company's Annual Report on Form 10-KSB.

2.    Results of Operations:

In the opinion of management,  the accompanying  unaudited  condensed  financial
statements  contain  all  adjustments   (consisting  only  of  normal  recurring
accruals) necessary to present fairly the financial position as of June 30, 2003
and the results of  operations  for the six and three months ended June 30, 2003
and 2002, and cash flows for the six months ended June 30, 2003 and 2002.

The accounting  policies used in preparing  these  financial  statements are the
same as those described in the December 31, 2002 financial statements, except as
described in Note 3.

The results of  operations  for the six and three months ended June 30, 2003 are
not  necessarily  indicative of the results to be expected for any other interim
period or for the full year.

3.    New Pronouncements:

In April 2002,  SFAS No. 145,  "Rescission of FASB  Statements No. 4, 44 and 64,
Amendment of FASB Statement No. 13, and Technical  Corrections" was issued. This
statement (i) eliminates  extraordinary  accounting treatment for a gain or loss
reported on the  extinguishment of debt, (ii) eliminates  inconsistencies in the
accounting   required  for   sale-leaseback   transactions   and  certain  lease
modifications  with similar  economic  effects,  and (iii) amends other existing
authoritative pronouncements to make technical corrections, clarify meanings, or
describe their applicability under changed conditions.  The Company adopted SFAS
No. 145 effective  January 1, 2003. The adoption of this statement has not had a
material impact on the consolidated results of operations or financial position.

In June  2002,  SFAS No.  146,  "Accounting  for Costs  Associated  with Exit or
Disposal  Activities" was issued.  This statement  nullifies  existing  guidance
related  to the  accounting  and  reporting  for costs  associated  with exit or
disposal  activities and requires that the fair value of a liability  associated
with an exit or disposal  activity be recognized when the liability is incurred.
Under  previous  guidance,  certain exit costs were permitted to be accrued upon
management's  commitment  to an exit plan,  which is generally  before an actual
liability has been incurred. The provisions of this statement are required to be
adopted for all exit or disposal  activities  initiated


                                      -8-
<PAGE>

after December 31, 2002. This statement will not impact any liabilities recorded
prior to adoption.  The Company adopted SFAS No. 146 effective  January 1, 2003.
The adoption of this statement has not had a material impact on the consolidated
results of operations or financial position.

In December  2002,  the FASB issued  SFAS No. 148,  "Accounting  for Stock Based
Compensation - Transition and  Disclosure,  an Amendment of FASB Statement 123".
SFAS No. 148 provides new  transition  alternatives  for companies  adopting the
fair value method of accounting for stock-based  compensation prescribed by SFAS
No. 123. SFAS No. 148 also requires that  disclosures of the pro forma effect of
using the fair value method of accounting for stock-based employee  compensation
be displayed more prominently and in tabular format. Additionally,  SFAS No. 148
requires  disclosures of the pro forma effect in interim  financial  statements.
The Company has chosen to continue to account for stock-based compensation using
the  intrinsic  value  method  prescribed  in APB  Opinion  No.  25 and  related
interpretations.  The Company adopted the annual  disclosure  provisions of SFAS
No. 148 in its financial report for the year ended December 31, 2002 and adopted
the interim  disclosure  provisions  for its  financial  reports for the quarter
ended March 31, 2003.

4.    Accounting for Stock-Based Compensation:

The Company  has three  stock-based  employee  compensation  plans.  The Company
accounts for those plans under the recognition and measurement principles of APB
Opinion  No.  25,  "Accounting  for Stock  Issued  to  Employees",  and  related
interpretations.  No stock-based employee  compensation cost is reflected in net
income,  as all options granted under those plans had an exercise price equal to
the  market  value of the  underlying  common  stock on the date of  grant.  The
following table  illustrates the effect on net income (loss) and earnings (loss)
per share if the Company had applied the fair value  recognition  provisions  of
SFAS  No.  123,  "Accounting  for  Stock-Based   Compensation,"  to  stock-based
compensation.

<TABLE>
<CAPTION>

                                    Six Months Ended June 30,  Three Months Ended June 30,
                                     2003             2002             2003            2002
                                     ----             ----             ----            ----
<S>                             <C>              <C>              <C>              <C>
Net income, as reported         $   214,901      $   219,015      $   169,458      $   139,244
Deduct: Total stock-based
 employee compensation
 expense determined under
 fair value based method           (183,585)        (320,168)         (37,819)          (7,650)
                                -----------      -----------      -----------      -----------
Pro forma net income (loss)     $    31,316      $  (101,153)     $   131,639      $   131,594

Earnings (loss) per share:
  Basic - as reported           $      0.03      $      0.03      $      0.02      $      0.02
  Basic - pro forma             $      0.00      $     (0.01)     $      0.02      $      0.02
  Diluted - as reported         $      0.03      $      0.03      $      0.02      $      0.02
  Diluted - pro forma           $      0.00      $     (0.01)     $      0.02      $      0.02
</TABLE>



                                      -9-
<PAGE>

The weighted  average  grant date fair value of options  granted  during the six
months  ended June 30, 2003 and 2002 was $103,352  and  $438,768,  respectively.
During the three  months  ended June 30, 2003 and 2002 the fair value of options
granted was $34,069 and 3,908, respectively.

The fair value of options at date of grant was estimated using the Black-Scholes
model with the following weighted average assumptions:

<TABLE>
<CAPTION>

                                  Six Months Ended June 30,        Three Months Ended June 30,
                                    2003         2002                  2003           2002
                                    ----         ----                  ----           ----
<S>                               <C>           <C>                   <C>           <C>
Expected life (years)                 2             2                     2             2
Risk free interest rate            2.02%         3.22%                 2.02%         3.22%
Expected volatility               38.83%        36.73%                38.83%        36.73%
Expected dividend yield              --            --                    --            --
</TABLE>

5.    Earnings Per Share:

Earnings  per share data for the six and three  months  ended June 30,  2003 and
2002 is presented in conformity with SFAS No. 128, "Earnings Per Share".

The following table is a  reconciliation  of the numerators and  denominators in
computing earnings per share:

<TABLE>
<CAPTION>

                                                           Income                Shares              Per-Share
Six Months Ended June 30, 2003                           (Numerator)          (Denominator)           Amounts
------------------------------                         -------------          -------------        ------------
<S>                                                     <C>                     <C>                     <C>
Basic EPS - Income available to
  common stockholders                                   $ 214,901               7,430,601               $.03
                                                                                                        ====
Effect of dilutive securities -
 Options and warrants                                          --                 117,293
                                                        ---------               ---------
Diluted EPS - Income available
  to common stockholders and assumed conversions        $ 214,901               7,547,894               $.03
                                                        =========               =========               ====

Three Months Ended June 30, 2003
--------------------------------

Basic EPS -Income available to
  common stockholders                                   $ 169,458               7,434,462               $.02
                                                                                                        ====
Effect of dilutive securities -
 Options and warrants                                          --                 135,996
                                                        ---------               ---------

Diluted EPS - Income available to  common
  stockholders and assumed conversions                  $ 169,458               7,570,458               $.02
                                                        =========               =========               ====



                                      -10-
<PAGE>

Six Months Ended June 30, 2002
------------------------------

Basic EPS - Income available to
  common stockholders                                   $ 219,015               6,949,848               $.03
                                                                                                        ====
Effect of dilutive securities -
  Options and warrants                                         --                 462,881
                                                        ---------               ---------
Diluted EPS - Income available to common
  stockholders and assumed conversions                  $ 219,015               7,412,729               $.03
                                                        =========               =========               ====

Three Months Ended June 30, 2002
--------------------------------

Basic EPS - Income available to
 common stockholders                                    $ 139,244               7,424,521               $.02
                                                                                                        ====
Effect of dilutive securities -
 Options and warrants                                          --                      --
                                                        ---------               ---------

Diluted EPS - Income available to common
  stockholders and assumed conversions                  $ 139,244               7,424,521               $.02
                                                        =========               =========               ====
</TABLE>


6.    Asset Held for Sale:

As of June 30, 2003 the Company  reclassified  from fixed  assets to assets held
for sale, a condominium  previously used in the telephone  after-hours answering
service  ("TAS")  operation.  In  April  2003,  the  Company  relocated  its TAS
employees  from the  condominium  to its new facility in Long Island  City,  New
York. The Company  anticipates selling this asset, which is stated at historical
cost, during 2003.

7.    Acquisition:

On June 30, 2003, the Company acquired  substantially  all of the assets of Live
Message America,  Inc.  ("LMA"),  a provider of telephone  after-hour  answering
services and stand-alone voice mail services.  The purchase price consisted of a
cash payment of $1,607,818 plus professional fees of $78,902. A potential exists
for the payment of additional purchase price consideration based on a percentage
of gross  revenue of the  acquired  business  if certain  thresholds  concerning
revenue and earnings are met.  Additionally,  if certain revenue  thresholds are
not  maintained  after the first three billing  cycles,  LMA will be required to
reimburse a portion of the purchase  price back to the  Company.  The results of
operations of LMA are included in the TAS segment as of the date of acquisition.

The  following  table  summarizes  the fair  values of the assets  acquired  and
liabilities  assumed at the date of  acquisition.  The Company  received a third
party  valuation of certain  intangible  assets in determining the allocation of
the purchase price.



                                      -11-
<PAGE>

     Accounts receivable                           $        99,590
     Property and equipment                                 75,000
     Non-compete agreement                                  50,000
     Customer List                                         550,000
     Goodwill                                              930,517
     Customer deposits                                     (18,387)
                                                   ---------------

     Cash paid to acquire LMA                      $     1,686,720
                                                   ===============

Unaudited  pro forma  results of  operations  for the six and three months ended
June 30, 2003 and 2002 as if LMA had been  consolidated  as of the  beginning of
the year follow.  The pro forma  results for the six and three months ended June
30,  2003 and  2002  which  include  estimates  which  management  believes  are
reasonable are as follows:

<TABLE>
<CAPTION>

                                     Six Months Ended June 30,                       Three Months Ended June 30,
                                     -------------------------                       ----------------------------
                                    2003                    2002                    2003                     2002
                                    ----                    ----                    ----                     ----
<S>                            <C>                         <C>                 <C>                         <C>
Revenue                        $   8,600,000               8,000,000           $   4,325,000               4,020,000
Net income                           270,000                 275,000                 200,000                 170,000
Net income per share
     Basic                             $ .04                   $ .04                   $ .03                   $ .02
                                       =====                   =====                   =====                   =====
     Diluted                           $ .04                   $ .04                   $ .03                   $ .02
                                       =====                   =====                   =====                   =====
</TABLE>

The unaudited pro forma results of operations for the six and three months ended
June 30, 2003 and 2002 do not purport to represent what the Company's results of
operations  would actually have been had the  acquisition  been effected for the
period  presented,  or to predict the Company's  results of  operations  for any
future period.

8.    Major Customers:

Since  1983,  the Company  has  provided  Personal  Emergency  Response  Systems
("PERS") services to the City of New York's Human Resources  Administration Home
Care Service  Program  ("HCSP").  Since January  1999,  the Company has provided
services  to  the  City  of New  York  under  extensions  and  contracts  issued
periodically.  The most recent contract,  which expired June 30, 2003,  reflects
terms and  conditions  present in the original  contract.  HCSP has initiated an
extension with the Company, under the present terms and conditions, for a period
of up to one year.  During the six  months  ended  June 30,  2003 and 2002,  the
Company's revenues from this contract represented 19% and 24%, respectively,  of
its total revenue.

In November 2002, in response to a Request For Proposal  ("RFP") issued by HCSP,
AMAC and several other companies submitted proposals to provide PERS services on
behalf  of the City of New York for the  period  July 1, 2003  through  June 30,
2006.  As of August 13,  2003,  HCSP has not awarded the  contract to any vendor
under the submitted  proposal and AMAC continues to service the City of New York
under the same terms and conditions present in the original contract.

During any contract RFP process,  there can be no assurance  that the same level
of revenues  will be sustained due to a variety of factors,  including  pricing,
number of subscribers to be serviced,  and the amount of time that passes before
the renewal  agreement is acted upon by HCSP.  While the Company has reduced its
dependence on revenue from HCSP, a significant  amount of the


                                      -12-
<PAGE>

Company's  revenue  could be  lost,  albeit  over a  protracted  period,  if the
contract with HCSP is not maintained or is maintained at a  significantly  lower
level of revenue. This could have a material adverse effect on operating results
and cash flows.  In addition,  it is possible that  significant  adjustments  to
leased medical devices  associated with the contract would occur. The extent and
significance  of the  adjustments  will be  dependent  upon  the  length  of the
transition  period subject to  management's  ability to place these devices with
other providers.

As of June 30, 2003 and December  2002,  accounts  receivable  from the contract
represented 36% and 41%, respectively, of accounts receivable and leased medical
devices in service  under the contract  represented  approximately  19% and 20%,
respectively, of leased medical devices.

9.    Segment Reporting:

The Company has two reportable  segments,  Personal  Emergency  Response Systems
("PERS") and Telephone After-Hours Answering Services ("TAS"), which is provided
through the  Company's  HCI  subsidiary,  which  acquired  the assets of Harriet
Campbell  Inc. on  November  21, 2000 and  acquired  the assets of Live  Message
America, Inc. (LMA) on June 30, 2003.

The table  below  provides  a  reconciliation  of segment  information  to total
consolidated  information  for the six and three  months ended June 30, 2003 and
2002:

<TABLE>
<CAPTION>

                                      2003
                                      ----

                                                                  PERS             TAS             Other         Consolidated
                                                                  ----             ---             -----         ------------
<S>                                                          <C>              <C>              <C>               <C>
Six Months Ended June 30, 2003
------------------------------
Revenue                                                      $ 6,228,777      $ 1,479,463      $   146,612       $ 7,854,852
Income (loss) before provision for income taxes                   97,232          250,118           (7,449)          339,901
Total assets                                                  12,329,900        4,176,344          311,980        16,818,224


                                                                  PERS             TAS             Other         Consolidated
                                                                  ----             ---             -----         ------------

Three Months Ended June 30, 2003
--------------------------------
Revenue                                                      $ 3,121,281      $   754,658      $    77,426       $ 3,953,365
Income (loss) before provision for income taxes                   87,132          154,028           (4,702)          236,458


                                      2002
                                      ----

                                                                  PERS             TAS             Other         Consolidated
                                                                  ----             ---             -----         ------------

Six Months Ended June 30, 2002
------------------------------
Revenue                                                      $ 5,959,456      $ 1,228,717      $    75,049       $ 7,263,222
Income before provision for income taxes                         245,613          187,142            1,260           434,015
Total assets                                                  14,417,214        2,257,044          201,700        16,875,958


                                      -13-
<PAGE>

                                                                  PERS             TAS             Other         Consolidated
                                                                  ----             ---             -----         ------------

Three Months Ended June 30, 2002
--------------------------------
Revenue                                                      $ 2,987,202      $   622,919      $    43,838       $ 3,653,959
Income before provision for income taxes                         170,717          108,823            1,704           281,244
</TABLE>

10.   Commitments and Contingencies:

On January 14, 2002, the Company  entered into an operating  lease agreement for
space in Long  Island  City,  New York in an effort to  consolidate  its HCI and
Oceanside  ERC and  Customer  Service  facilities.  The  Company  believes  that
centralization  of the ERC,  Customer Service and H-Link OnCall  operations will
provide  additional  efficiencies  and  facilitate  the projected  growth of the
H-Link and Disease Management Monitoring  operations.  The lease term is fifteen
(15) years and  commenced in April 2003 when the property was first  occupied by
the Company. The lease calls for minimum annual rentals of $269,500,  subject to
a 3% annual  increase  plus  reimbursement  for real estate  taxes.  The Company
anticipates receiving  significant  Relocation and Employment Assistance Program
(REAP) and other tax  incentive  and cost savings  benefits from the City of New
York in connection  with the occupancy of this facility.  The Company also plans
to consolidate certain other facilities and is offering for sale the condominium
previously occupied by HCI Acquisition Corp.

The Company is aware of various  threatened or pending litigation claims against
the Company  relating to its products and arising in the ordinary  course of its
business.  The Company has given its insurance carrier notice of such claims and
it believes there is sufficient  insurance coverage to cover any such claims. In
any event, the Company believes the disposition of these matters will not have a
material adverse effect on the financial condition of the Company.

On March 2, 2001  American  Medical  Alert  Corp.  was served with a Summons and
Complaint by a former employee seeking to recover damages for discrimination and
harassment in connection  with her  employment  and the  associated  termination
thereof.  The  plaintiff  seeks to recover the sum of $750,000 for  compensatory
damages and $750,000 for punitive damages. In June 2003 the Company entered into
a settlement  agreement with this former employee for a nominal amount which was
previously accrued.

11.   Subsequent Event

On August 12, 2003,  the Company  entered into an employment  agreement with Mr.
Howard M. Siegel  pursuant to which he is employed  full-time  as the  Company's
Chairman of the Board,  President and Chief Executive Officer. The agreement has
a term of three years and four and a half  months and expires on December  2006.
The  agreement  provides  for an annual base salary


                                      -14-
<PAGE>

of  $300,000  per annum  during  the  period  beginning  June 1, 2003 and ending
December 31,  2003,  with a 5% increase in each of the  subsequent  three fiscal
years.  Mr.  Siegel will receive  additional  compensation  based on the Company
meeting  certain  criteria  relating to Net Income  before  Provision for Income
Taxes.

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

The following  discussion and analysis  provides  information  which  management
believes is relevant to an assessment and understanding of the Company's results
of operations and financial  condition.  This  discussion and analysis should be
read in conjunction with the consolidated  financial statements contained in the
latest Annual Report dated December 31, 2002.

Statements   contained  in  this   Quarterly   Report  on  Form  10-QSB  include
"forward-looking statements" within the meaning of Section 27A of the Securities
Act and Section 21E of the Exchange Act,  including,  in particular  and without
limitation,   statements  contained  herein  under  the  heading   "Management's
Discussion  and  Analysis of  Financial  Condition  and Results of  Operations."
Forward-looking  statements  involve known and unknown risks,  uncertainties and
other factors which could cause the Company's  actual  results,  performance and
achievements,  whether expressed or implied by such forward-looking  statements,
not to occur or be realized.  These include uncertainties relating to government
regulation,  technological  changes,  our expansion plans and product  liability
risks. Such  forward-looking  statements  generally are based upon the Company's
best estimates of future results, performance or achievement, based upon current
conditions and the most recent results of operations. Forward-looking statements
may be  identified  by the use of  forward-looking  terminology  such as  "may,"
"will," "expect,"  "believe,"  "estimate,"  "anticipate,"  "continue" or similar
terms, variations of those terms or the negative of those terms.

You should carefully  consider such risks,  uncertainties and other information,
disclosures  and discussions  which contain  cautionary  statements  identifying
important  factors that could cause  actual  results to differ  materially  from
those  provided in the  forward-looking  statements.  Readers  should  carefully
review the risk  factors and any other  cautionary  statements  contained in the
Company's  Annual  Report on Form 10-KSB and other public  filings.  The Company
undertakes  no  obligation  to  publicly  update or revise  any  forward-looking
statements, whether as a result of new information, future events or otherwise.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

In April 2002, the Company raised $2,521,939,  after expenses of $208,061,  in a
private  equity  placement of the Company's  common stock and warrants.  Several
investors purchased an aggregate of 910,000 shares of the Company's common stock
and  warrants to purchase  227,500  shares of the  Company's  common stock at an
exercise price of $3.80 per share and  exercisable  until April 2007. As part of
this  transaction,  the Company  registered  for resale the common stock and the
common stock underlying the warrants sold in the private placement.  The Company
has been  utilizing a majority  of the  proceeds  from this  offering to further
execute its

                                      -15-
<PAGE>

business  expansion  and  diversification   strategy  into  the  remote  patient
monitoring and medical contact center industries,  including its initiative with
HHN.

In connection  with the private  placement,  the Company issued to the placement
agent two  warrants to purchase  91,000 and 22,750  shares of common stock at an
exercise  price of $3.83 per share and  $4.17  per  share,  respectively.  These
warrants have the same terms as the warrants issued with the common stock.

On May 20, 2002, the Company entered into an agreement with a bank,  pursuant to
which it received a credit facility of $3,000,000, which includes a term loan of
$1,500,000  and a  revolving  credit line that  permits  maximum  borrowings  of
$1,500,000  (based  on  eligible  receivables,  as  defined  in the  agreement).
Borrowings  under the term loan will bear interest at either (a) LIBOR plus 3.5%
or (b) the prime rate or the federal funds effective rate plus .5%, whichever is
greater,  plus 1.0% and the  revolving  credit line will bear interest at either
(a) LIBOR plus 3.0% or (b) the prime rate or the federal  funds  effective  rate
plus .5%,  whichever is greater,  plus .5%. The Company has the option to choose
between the two interest rate options  under the term loan and revolving  credit
line.  The term loan is payable in equal monthly  principal  payments of $25,000
over five years while the  revolving  credit line is available  for three years.
The outstanding balance on the term loan at June 30, 2003 was $1,175,000.  There
were no amounts outstanding on the revolving credit line at June 30, 2003.

At June 30, 2003, the Company was in compliance  with its loan  covenants  under
the agreement dated May 20, 2002 and as amended on August 11, 2003.

The following table is a summary of the Company's contractual  obligations as of
June 30, 2003:

<TABLE>
<CAPTION>

                             Payments Due by Period
-------------------------------------------------------------------------------------------------------------------------
Contractual  Obligations                   Total         Less than          13 years          45 years      After 5 years
                                                         1 year
-------------------------------------------------------------------------------------------------------------------------
<S>                                     <C>              <C>              <C>              <C>              <C>
Revolving Credit Line                   $      -0-
-------------------------------------------------------------------------------------------------------------------------
Debt                                    $ 1,228,798      $   298,400      $   930,398
-------------------------------------------------------------------------------------------------------------------------
Capital Leases                          $   276,402      $   105,016      $   171,386
-------------------------------------------------------------------------------------------------------------------------
Operating Leases                        $ 5,982,294      $   541,595      $ 1,588,758      $   663,219      $ 3,188,722
-------------------------------------------------------------------------------------------------------------------------
Put Warrant Obligation                  $   820,000      $   400,000      $   420,000
-------------------------------------------------------------------------------------------------------------------------
Total Contractual Obligations           $ 8,307,494      $ 1,345,011      $ 3,110,542      $   663,219      $ 3,188,722
-------------------------------------------------------------------------------------------------------------------------
</TABLE>


                                      -16-
<PAGE>

The  Company's  working  capital on June 30, 2003 was  $3,881,908 as compared to
$4,806,218 on December 31, 2002. The Company  believes that its present cash and
working  capital  position  combined with its borrowing  availability  under its
credit facility and future  anticipated cash flow generated from operations will
be sufficient  to meet its cash and working  capital needs for at least the next
12  months.   During  2003,  the  Company   anticipates  it  will  make  capital
expenditures of approximately $1,250,000 - $1,500,000 for the enhancement of its
management information systems,  leasehold improvements in its Long Island City,
New York  premises,  and the  production  and  purchase  of the PERS  Buddy  and
additional PERS. For the six months ended June 30, 2003,  approximately $775,000
was spent on capital expenditures.

Other Factors:

On June 30, 2003, the Company acquired  substantially  all of the assets of Live
Message America,  Inc.  ("LMA"),  a provider of telephone  after-hour  answering
services and stand-alone voice mail services.  The purchase price consisted of a
cash payment of $1,607,818 plus professional fees of $78,902. A potential exists
for the payment of additional purchase price consideration based on a percentage
of gross  revenue of the  acquired  business  if certain  thresholds  concerning
revenue and earnings are met.  Additionally,  if certain revenue  thresholds are
not  maintained  after the first three billing  cycles,  LMA will be required to
reimburse a portion of the purchase  price back to the  Company.  The results of
operations of LMA are included in the TAS segment as of the date of acquisition.

On January 14, 2002, the Company  entered into an operating  lease agreement for
space in Long  Island  City,  New York in an effort to  consolidate  its HCI and
Oceanside  ERC and  Customer  Service  facilities.  The  Company  believes  that
centralization  of the ERC,  Customer Service and H-Link OnCall  operations will
provide  additional  efficiencies  and  facilitate  the projected  growth of the
H-Link and Disease Management Monitoring  operations.  The lease term is fifteen
(15) years and  commenced in April 2003 when the property was first  occupied by
the Company. The lease calls for minimum annual rentals of $269,500,  subject to
a 3% annual  increase plus  reimbursement  for real estate taxes.  . The Company
anticipates receiving  significant  Relocation and Employment Assistance Program
(REAP) and other tax  incentive  and cost savings  benefits from the City of New
York in connection  with the occupancy of this facility.  The Company also plans
to consolidate certain other facilities and is offering for sale the condominium
previously occupied by HCI Acquisition Corp.



                                      -17-
<PAGE>

On  November  1,  2001,  the  Company  entered  into  a  Cooperative  Licensing,
Development,  Services and Marketing  Agreement  with HHN (the "HHN  Agreement")
pursuant to which the Company has  developed,  with the assistance of HHN, a new
integrated  appliance  combining the features of the Company's PERS product with
HHN's  technology.  Pursuant to the HHN Agreement,  the Company is the exclusive
manufacturer and distributor (based on achievement of certain sales milestones),
in the United  States,  of an enhanced  PERS system that  combines the Company's
traditional  safety  monitoring  features  with  HHN's  internet  based  disease
management  monitoring  technology.  The HHN Agreement  has a minimum  five-year
term,  and also provides for the payment by the Company of certain fees based on
the  service  revenue  derived  from the  enhanced  PERS  product.  The  Company
anticipates the costs  associated  with the licensing,  research and development
and marketing with respect to the HHN Agreement to approximate  $2,000,000.  The
cost of the licensing  component will aggregate  $1,000,000,  the full amount of
which was recorded when certain  milestones  under the HHN agreement were met by
the Company in July 2003. The cost will be amortized over the remaining  portion
of the initial five year term of the HHN agreement,  commencing July 2003. As of
August 13, 2003,  $673,540 has been paid towards the licensing component and the
remaining  balance of $326,460 has been accrued.  Related  professional  fees of
approximately $115,000 have been capitalized.

Since  1983,  the Company  has  provided  Personal  Emergency  Response  Systems
("PERS") services to the City of New York's Human Resources  Administration Home
Care Service  Program  ("HCSP").  Since January  1999,  the Company has provided
services  to  the  City  of New  York  under  extensions  and  contracts  issued
periodically.  The most recent contract,  which expired June 30, 2003,  reflects
terms and  conditions  present in the original  contract.  HCSP has initiated an
extension with the Company, under the present terms and conditions, for a period
of up to one year.  During the six  months  ended  June 30,  2003 and 2002,  the
Company's revenues from this contract represented 19% and 24%, respectively,  of
its total revenue.

In November 2002, in response to a Request For Proposal  ("RFP") issued by HCSP,
AMAC and several other companies submitted proposals to provide PERS services on
behalf  of the City of New York for the  period  July 1, 2003  through  June 30,
2006.  As of August 13,  2003,  HCSP has not awarded the  contract to any vendor
under the submitted  proposal and AMAC continues to service the City of New York
under the same terms and conditions present in the original contract.

During any contract RFP process,  there can be no assurance  that the same level
of revenues  will be sustained due to a variety of factors,  including  pricing,
number of subscribers to be serviced,  and the amount of time that passes before
the renewal  agreement is acted upon by HCSP.  While the Company has reduced its
dependence on revenue from HCSP, a significant  amount of the Company's  revenue
could be lost, albeit over a protracted period, if the contract with HCSP is not
maintained  or is  maintained at a  significantly  lower level of revenue.  This
could have a material  adverse  effect on operating  results and cash flows.  In
addition, it is possible that significant  adjustments to leased medical devices
associated  with the contract would occur.  The extent and  significance  of the
adjustments  will be dependent upon the length of the transition  period subject
to management's ability to place these devices with other providers.



                                      -18-
<PAGE>

The  Company's  management  has  developed  and  implemented  a business plan to
minimize its  reliance on HCSP.  The  Company's  business  plan,  which has been
implemented  over the last 2 years,  is focused on building the subscriber  base
outside of the New York City contract,  through consumers,  healthcare agencies,
health maintenance  organizations,  retirement communities,  hospitals and other
governmental  agencies.  In  addition,  the  Company  has  expanded  its product
offering to physician based telephone  answering  services,  disease  management
monitoring and other  products,  which now constitute  approximately  20% of the
Company's gross revenue.  The Company has acquired an additional physician based
telephone  answering  service business which will further reduce its reliance on
HCSP.  The Company is also  continuing  to expand its product  offerings  in the
disease  management and monitoring  area and is continuing to invest in research
and development for further product and service diversification.

RESULTS OF OPERATIONS
---------------------

THREE MONTHS ENDED JUNE 30, 2003 COMPARED TO THREE MONTHS ENDED JUNE 30, 2002:
------------------------------------------------------------------------------
The Company's gross revenue, which consists primarily of monthly rental revenues
("MRR"), increased $299,406 for the three months ended June 30, 2003 as compared
to the same  period in 2002,  an increase  of 8%.  Revenue for the three  months
ended June 30, 2003 increased due to several factors. Revenue from the Company's
OnCall telephone  answering service business  increased  approximately  $130,000
primarily  due to the  execution,  during  the  second  quarter  of 2002,  of an
agreement with an entity  involved in cost management and purchasing of services
on behalf of hundreds of  healthcare  and  hospital  organizations.  The Company
generated  approximately  $90,000 in 2003 from the  rental of the  Health  Buddy
unit,  whereas for the same period in 2002, the Company only  generated  minimal
revenue  from the Health  Buddy unit as the product  was  launched in the second
quarter of 2002.  The Company's  sale of products,  primarily the Med-Time unit,
increased by  approximately  $40,000 as compared to the same period in 2002. The
remaining increase is due to a variety of other smaller items including revenues
generated from the security monitoring business.

Costs  related to services  increased by $26,382 for the three months ended June
30,  2003 as compared  to the same  period in 2002,  an  increase  of 2%.  Costs
related to services,  as a percentage of service revenues,  for the three months
ended June 30, 2003 and 2002 were 45% and 47%,  respectively.  The  increase was
primarily  due to the rental of the Health  Buddy  unit in  accordance  with the
Cooperative Licensing,  Development,  Services and Marketing Agreement with HHN,
which  represented   approximately   $50,000  of  the  increase.   In  addition,
depreciation for the three months ended June 30, 2003 increased by approximately
$50,000 as compared to the same period in 2002.  This  increase  was offset by a
reduction of personnel in the ERC and  customer  service  departments,  which is
directly  attributed to the  relocation of the  monitoring  center and telephone
answering  service into one facility,  and a decrease in the  telephone  expense
generating a reduction of approximately $70,000.


                                      -19-
<PAGE>
Selling, general and administrative expenses increased by $216,147 for the three
months  ended June 30, 2003 as compared to the same period in 2002,  an increase
of 12%. Selling,  general, and administrative expenses expressed as a percentage
of total revenues for the three months ended June 30, 2003 and 2002 were 50% and
49%, respectively.  The increase in selling, general and administrative expenses
for the three months ended June 30, 2003 is primarily due the following items:

o    Rent Expense
     Rent expense increased by approximately  $95,000 for the three months ended
     June 30, 2003, as compared to the same period in 2002, primarily due to the
     Company  occupying a new  facility  effective  April 1, 2003.  Rent expense
     increased by approximately  $27,000 per month as a result of occupying this
     new facility.  The Company anticipates receiving significant Relocation and
     Employment  Assistance  Program  (REAP)  and other tax  incentive  and cost
     savings benefits from the City of New York which will mitigate the increase
     in rent expense. See Provision for Income Taxes below.

o    Legal Expense
     Legal fees increased due to a several factors, including fees incurred with
     regard to the City of New York Request for Proposal,  fees  associated with
     an acquisition  which was not consummated and fees associated in completing
     the  application for tax benefits  associated with the new premises.  These
     factors resulted in an increase in legal expense of  approximately  $60,000
     as compared to the same period in 2002.

o    Put Warrant Obligation
     In connection with the HCI  acquisition,  the Company issued to the selling
     stockholder  two  warrants  to  purchase  133,333.33  and  105,000  shares,
     respectively,  of the Company's common stock at an exercise price of $2 per
     share.  The warrants are  exercisable  until November 20, 2005 and December
     20,  2005,  respectively.  In  addition,  the selling  stockholder  has the
     option, only during a period of ten trading days, beginning on November 21,
     2003  and  2005,  respectively,  to  require  the  Company,  under  certain
     circumstances,  to  redeem  the  warrants  (the  Put  Option)  at $5 or $6,
     respectively, less the exercise price per share of $2. Based on a valuation
     of the  warrants  and the right of  redemption  of the  warrantholder,  the
     Company  recorded  $30,000 more expense  during the three months ended June
     30, 2003, as compared to the same period in 2002.

o    Depreciation Expense
     This expense  increased by  approximately  $30,000  during the three months
     ended June 30, 2003 as compared to the same period in 2002,  primarily  due
     to the Company occupying its new Long Island City facility on April 1, 2003
     Upon occupancy, the Company commenced depreciating the cost associated with
     construction of the facility.


                                      -20-
<PAGE>

Interest  expense for the three  months ended June 30, 2003 and 2002 was $17,521
and $34,620,  respectively.  Interest expense decreased due to reduced borrowing
levels for the three months ended 2003,  as compared to the same period in 2002,
as well as a decrease in interest rates.

Other  income for the three  months ended June 30, 2003 and 2002 was $55,345 and
158,263,  respectively.  The decrease in other income for the three months ended
June 30, 2003 was due to an insurance  reimbursement of $100,000 received in the
second quarter of 2002.

The  Company's  income  before  provision  for income taxes for the three months
ended June 30, 2003 was  $236,458 as compared to $281,244 for the same period in
2002. The decrease of $44,786 for the three months ended June 30, 2003 primarily
resulted from an increase in the Company's  selling,  general and administrative
costs and a decrease in other  income  offset by an  increase  in revenues  from
services.

The  Company's  provision  for income  taxes for the three months ended June 30,
2003 was  $67,000 as  compared  to  $142,000  for the same  period in 2002.  The
decrease of $75,000 for the three months ended June 30, 2003 is primarily due to
the fact that the Company anticipates  receiving  significant REAP and other tax
incentive and cost savings  benefits from the City of New York. The REAP benefit
is calculated based on the number of hours worked by employees relocated to this
facility  from other  Company  locations.  These  benefits  are  estimated to be
approximately $180,000 for 2003.


SIX MONTHS ENDED JUNE 30, 2003 COMPARED TO SIX MONTHS ENDED JUNE 30, 2002:
--------------------------------------------------------------------------
The Company's gross revenue, which consists primarily of monthly rental revenues
("MRR"),  increased  by  $591,630  for the six  months  ended  June 30,  2003 as
compared  to the same period in 2002,  an  increase  of 8%.  Revenue for the six
months ended June 30, 2003  increased due to several  factors.  Revenue from the
Company's OnCall telephone  answering service business  increased  approximately
$250,000  primarily due to the execution,  during the second quarter of 2002, of
an  agreement  with an entity  involved in cost  management  and  purchasing  of
services on behalf of hundreds of  healthcare  and hospital  organizations.  The
Company generated  approximately  $150,000 in 2003 from the rental of the Health
Buddy  unit,  whereas for the same period in 2002,  the Company  only  generated
minimal  revenue  from the Health  Buddy unit as the product was launched in the
second quarter of 2002. The Company has also experienced continued growth in its
customer base outside the contract with the City of New York (which  experienced
a  reduction  in the number of  subscribers  and revenue as compared to the same
period in 2002)  through a variety of marketing  efforts that have  continued to
contribute to increasing MRR. These efforts include  expansion into new regions,
competitive   conversions,   strategic  partnerships  with  healthcare  provider
systems, and additional entry into Medicaid reimbursed marketplaces. This growth
resulted in approximately $140,000 of increase. The remaining increase is due to
a variety of other smaller items including  revenues generated from the security
monitoring business.

Costs  related to services  increased  by $226,853 for the six months ended June
30,  2003 as compared  to the same  period in 2002,  an  increase  of 7%.  Costs
related to services,  as a percentage of service  revenues,  for each of the six
months ended June 30, 2003 and 2002 were 46%.  The increase in costs  related to
services  for the six months  ended June 30, 2003 was due to the Company  adding
personnel  principally  during the second  half of 2002 in its OnCall  telephone
answering  service  division  to handle the  current  and future  growth of that
business and the Company incurring  expenses related to the rental of the Health
Buddy unit in accordance with its Cooperative Licensing,  Development,  Services
and Marketing Agreement with HHN. These items represented approximately $190,000
of the  increase.  In addition,  depreciation  for the six months ended June 30,
2003 increased by approximately  $80,000 as compared to the same period in 2002.
These increases were partially offset by a reduction of personnel in the ERC and

                                      -21-
<PAGE>


customer service departments,  which is directly attributed to the relocation of
the PERS monitoring  center and telephone  answering  service into one facility,
and a decrease in the telephone expense  generating a reduction of approximately
$90,000.

Selling,  general and administrative  expenses increased by $433,030 for the six
months  ended June 30, 2003 as compared to the same period in 2002,  an increase
of 12%. Selling,  general, and administrative expenses, as a percentage of total
revenue,  for the six  months  ended  June 30,  2003 and 2002  were 51% and 49%,
respectively.  The increase in selling,  general and administrative expenses for
the six months ended June 30, 2003 is primarily due the following items:

o    Personnel and Related Benefits:
     As part of its plan to  continue  to market and manage  disease  management
     products,  the  Company  increased  the  number of  personnel  in this area
     throughout 2002. This, along with other general  increases in the number of
     personnel as well as  compensation  levels,  increased  payroll and related
     benefits by approximately $110,000, as compared to the same period in 2002.
     The Company believes the additional  personnel is a necessary  prerequisite
     to facilitate the distribution of its disease management products,  and the
     resulting revenues are expected to be realized in later months.

o    Rent Expense
     Rent expense increased by approximately $85,000 in 2003, as compared to the
     same period in 2002,  primarily due to the Company occupying a new facility
     effective April 1, 2003. Rent espense  increased by  approximately  $27,000
     per  month  as a  result  of  occupying  this  new  facility.  The  Company
     anticipates  receiving  significant  Relocation and  Employment  Assistance
     Program  (REAP) and other tax incentive and cost savings  benefits from the
     City of New York which will  mitigate  the  increase in rent  expense.  See
     Provision for Income Taxes below.

o    Put Warrant Obligation
     In connection with the HCI  acquisition,  the Company issued to the selling
     stockholder  two  warrants  to  purchase  133,333.33  and  105,000  shares,
     respectively,  of the Company's common stock at an exercise price of $2 per
     share.  The warrants are  exercisable  until November 20, 2005 and December
     20,  2005,  respectively.  In  addition,  the selling  stockholder  has the
     option, only during a period of ten trading days, beginning on November 21,
     2003  and  2005,  respectively,  to  require  the  Company,  under  certain
     circumstances,  to  redeem  the  warrants  (the  Put  Option)  at $5 or $6,
     respectively, less the exercise price per share of $2. Based on a valuation
     of the  warrants  and the right of  redemption  of the  warrantholder,  the
     Company  recorded  $111,000 of expense in 2003,  as compared to $50,000 for
     the same period in 2002.

o    Insurance Expense
     Insurance  expense  increased by  approximately  $50,000 as compared to the
     same period in 2002, primarily due to the current insurance environment.

                                      -22-
<PAGE>


o    Legal Expense
     Legal fees increased due to a several factors, including fees incurred with
     regard to the City of New York Request for Proposal,  fees  associated with
     an acquisition  which was not consummated and fees associated in completing
     the  application for tax benefits  associated with the new premises.  These
     factors resulted in legal expense increasing during the first six months of
     2003 by approximately $50,000 as compared to the same period in 2002.

Other  increases  in selling,  general and  administrative  expenses,  including
lobbying expense,  trade shows, repairs and maintenance and depreciation expense
aggregating  approximately  $110,000  were  partially  offset by  reductions  in
accounting fees and bad debt expense totaling approximately $70,000.

Interest expense  decreased by $31,634 for the six months ended June 30, 2003 as
compared to the same period in 2002, a decrease of 45%. Such decrease was due to
reduced borrowing levels during the first six months of 2003, as compared to the
same period in 2002, as well as a decrease in interest rates.

Other  income  decreased  by $21,705  for the six months  ended June 30, 2003 as
compared to the same period in 2002,  a decrease of 13%.  The  decrease in other
income  for  the  six  months  ended  June  30,  2003  is  due  to an  insurance
reimbursement of $100,000 received in 2002,  partially offset by a reimbursement
of  approximately  $80,000  received by the Company in the first quarter of 2003
from a  vendor  for  costs  incurred  in  connection  with  the  replacement  of
activators.  Early in 2002, it was found that certain  activators  supplied by a
vendor may be subject to battery failure,  necessitating  the replacement of all
potentially affected  activators.  As of March 31, 2003, the replacement program
was  substantially  completed  and the  vendor  paid all costs  incurred  by the
Company in connection with this program.

The Company's  income before provision for income taxes for the six months ended
June 30, 2003 was  $339,901 as compared to $434,015 for the same period in 2002.
The  decrease  of $94,114  for the six  months  ended  June 30,  2003  primarily
resulted  from an  increase  in the  Company's  costs  related to  services  and
selling, general and administrative costs offset by an increase in revenues from
services.

The Company's  provision for income taxes for the six months ended June 30, 2003
was $125,000 as compared to $215,000  for the same period in 2002.  The decrease
of $90,000  for the six months  ended June 30,  2003 is due to the  decrease  in
income  before  provison  for income  taxes and due to the fact that the Company
anticipates  receiving significant REAP and other tax incentive and cost savings
benefits from the City of New York. The REAP benefit is calculated  based on the
number of hours  worked by  employees  relocated  to this  facility  from  other
Company locations. These benefits are estimated to be approximately $180,000 for
2003.

RECENT ACCOUNTING PRONOUNCEMENTS:

In April 2002,  SFAS No. 145,  "Rescission of FASB  Statements No. 4, 44 and 64,
Amendment of FASB Statement No. 13, and Technical  Corrections" was issued. This
statement (i) eliminates


                                      -23-
<PAGE>

extraordinary   accounting  treatment  for  a  gain  or  loss  reported  on  the
extinguishment  of  debt,  (ii)  eliminates  inconsistencies  in the  accounting
required for  sale-leaseback  transactions and certain lease  modifications with
similar  economic  effects,  and  (iii)  amends  other  existing   authoritative
pronouncements  to make technical  corrections,  clarify  meanings,  or describe
their applicability  under changed conditions.  The Company adopted SFAS No. 145
effective January 1, 2003. The Company does not expect that the adoption of this
statement will have a material impact on its consolidated  results of operations
or financial position.


In June  2002,  SFAS No.  146,  "Accounting  for Costs  Associated  with Exit or
Disposal  Activities" was issued.  This statement  nullifies  existing  guidance
related  to the  accounting  and  reporting  for costs  associated  with exit or
disposal  activities and requires that the fair value of a liability  associated
with an exit or disposal  activity be recognized when the liability is incurred.
Under  previous  guidance,  certain exit costs were permitted to be accrued upon
management's  commitment  to an exit plan,  which is generally  before an actual
liability has been incurred. The provisions of this statement are required to be
adopted for all exit or disposal  activities  initiated after December 31, 2002.
This statement will not impact any liabilities  recorded prior to adoption.  The
Company  adopted SFAS No. 146  effective  January 1, 2003.  The Company does not
expect that the adoption of this  statement  will have a material  impact on its
consolidated results of operations or financial position.

In December  2002,  the FASB issued  SFAS No. 148,  "Accounting  for Stock Based
Compensation  - Transition and  Disclosure,  an Amendment of FASB Statement 123"
(SFAS 148). SFAS 148 provides new transition alternatives for companies adopting
the fair value method of accounting for stock-based  compensation  prescribed by
SFAS 123. SFAS No. 148 also requires that disclosures of the pro forma effect of
using the fair value method of accounting for stock-based employee  compensation
be displayed more prominently and in tabular format. Additionally,  SFAS No. 148
requires  disclosures of the pro forma effect in interim  financial  statements.
The Company has chosen to continue to account for stock-based compensation using
the  intrinsic  value  method  prescribed  in APB  Opinion  No.  25 and  related
interpretations.  The Company adopted the annual  disclosure  provisions of SFAS
No. 148 in its financial report for the year ended December 31, 2002 and adopted
the interim  disclosure  provisions  for its  financial  reports for the quarter
ended March 31, 2003.

CRITICAL ACCOUNTING POLICIES:

In preparing the financial statements, the Company makes estimates,  assumptions
and  judgments  that can have a  significant  impact on our  revenue,  operating
income and net income,  as well as on the reported amounts of certain assets and
liabilities  on the balance  sheet.  The Company  believes  that the  estimates,
assumptions and judgments  involved in the accounting  policies  described below
have the greatest potential impact on its financial statements,  so it considers
these to be its critical accounting  policies.  Estimates in each of these areas
are based on historical experience and a variety of assumptions that the Company
believes are appropriate. Actual results may differ from these estimates.



                                      -24-
<PAGE>

         RESERVES FOR UNCOLLECTIBLE ACCOUNTS RECEIVABLE
         The Company makes ongoing assumptions relating to the collectibility of
         its accounts receivable.  The accounts receivable amount on the balance
         sheet  includes  a reserve  for  accounts  that  might not be paid.  In
         determining  the  amount of the  reserve,  the  Company  considers  its
         historical  level of credit  losses.  The Company also makes  judgments
         about the  creditworthiness  of significant  customers based on ongoing
         credit evaluations,  and it assesses current economic trends that might
         impact the level of credit losses in the future.  The Company  recorded
         reserves for uncollectible accounts receivable of $585,000 and $540,000
         as of June 30, 2003 and  December  31,  2002,  respectively.  While the
         Company  believes  that the  current  reserves  are  adequate  to cover
         potential  credit  losses,  it cannot  predict  future  changes  in the
         financial  stability of its customers and the Company cannot  guarantee
         that its reserves will continue to be adequate. If actual credit losses
         are  significantly  greater than the reserves  established,  that would
         increase  the  general  and  administrative  expenses  and  reduce  the
         reported  net  income.   Conversely,   if  actual   credit  losses  are
         significantly less than the reserve, this would eventually decrease the
         Company's general and administrative expenses and increase the reported
         net income.

         VALUATION OF LONG-LIVED ASSETS
         The Company reviews long-lived assets for impairment, principally fixed
         assets,  whenever events or changes in circumstances  indicate that the
         carrying  amount  of the  assets  may  not  be  fully  recoverable.  To
         determine   recoverability  of  the  long-lived   assets,  the  Company
         evaluates the probability that future  undiscounted net cash flows will
         be  greater  than the  carrying  amount of its  assets.  Impairment  is
         measured  based on the  difference  between the carrying  amount of the
         assets and their estimated fair value.

         VALUATION OF GOODWILL
         Effective  January 1, 2002, the Company adopted  Statement of Financial
         Accounting  Standards No. 142, "Goodwill and Other Intangible  Assets."
         Under this new standard, goodwill and indefinite life intangible assets
         are no longer  amortized,  but are subject to annual  impairment tests.
         The Company  completed the  transitional  and annual  impairment  tests
         required by SFAS 142 and was not required to recognize an impairment of
         goodwill.  The Company tests goodwill for  impairment  annually or more
         frequently when events or circumstances occur indicating goodwill might
         be  impaired.   This  process  involves  estimating  fair  value  using
         discounted  cash flow  analyses.  Considerable  management  judgment is
         necessary to estimate  discounted  future cash flows.  Assumptions used
         for  these  estimated  cash  flows  were  based  on  a  combination  of
         historical results and current internal  forecasts.  The Company cannot
         predict certain events that could  adversely  affect the reported value
         of goodwill,  which totaled $1,967,282 at June 30, 2003 and $961,731 at
         December 31, 2002.

         DEFERRED INCOME TAXES
         Deferred  income  taxes  reflect  the  net  tax  effects  of  temporary
         differences  between the carrying amounts of assets and liabilities for
         financial  reporting  purposes  and the  amounts  used for  income  tax
         purposes.  In assessing the  realizability of deferred tax assets,  the
         Company  considers whether it is more likely than not that some portion
         or all of the  deferred  tax assets will not be  realized.  The Company
         considers the scheduled reversal


                                      -25-
<PAGE>

         of deferred tax liabilities,  projected future taxable income,  and tax
         planning  strategies in making this  assessment and records a valuation
         allowance  to reduce the  deferred  tax  assets to the  amount  that is
         expected to be realized in future periods.

ITEM 3. DISCLOSURE CONTROLS AND PROCEDURES.
        ----------------------------------

Based on their  evaluation  as of June 30, 2003,  the Company and the  Company's
President and Chief  Executive  Officer along with the Company's Chief Financial
Officer have concluded that the Company's disclosure controls and procedures (as
defined in Exchange Act Rules 13a-14(c) and 15d-14(c)) were effective.

There were no changes in the Company's internal control over financial reporting
that  occurred  during  the  quarter  ended  June 30,  2003 that has  materially
affected, or is reasonably likely to affect, the Company's internal control over
financial reporting.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.
        -----------------

The Company is aware of various  threatened or pending litigation claims against
the Company  relating to its products and arising in the ordinary  course of its
business.  The Company has given its insurance carrier notice of such claims and
it believes there is sufficient  insurance coverage to cover any such claims. In
any event, the Company believes the disposition of these matters will not have a
material adverse effect on the financial condition of the Company.

On March 2, 2001  American  Medical  Alert  Corp.  was served with a Summons and
Complaint by a former employee seeking to recover damages for discrimination and
harassment in connection  with her  employment  and the  associated  termination
thereof. In June 2003 the Company entered into a settlement  agreement with this
former employee for a nominal amount which was previously accrued.

ITEM 5. OTHER INFORMATION.
        -----------------

         On August 12, 2003,  the Company  entered into an employment  agreement
with Mr.  Howard M. Siegel  pursuant to which he is  employed  full-time  as the
Company's  Chairman of the Board,  President and Chief  Executive  Officer.  The
agreement  has a term of three  years and four and a half  month and  expires in
December 2006. The agreement  provides for an annual base salary of $300,000 per
annum  during the period  beginning  June 1, 2003 and ending  December 31, 2003,
with a 5% increase in each of the subsequent three fiscal years.

         Mr. Siegel will receive additional bonus compensation for any year that
the Company's  pre-tax income (as defined in the employment  agreement)  exceeds
$1,000,000  as follows:  an amount equal to 5% of the Company's  pre-tax  income
between  $1,000,000 and $2,000,000,  6% of the Company's  pre-tax income between
$2,000,000 and $3,000,000, 7% of the Company's


                                      -26-

<PAGE>

pre-tax income between  $3,000,000 and $4,000,000,  8% of the Company's  pre-tax
income between  $4,000,000 and  $5,000,000,  9% of the Company's  pre-tax income
between  $5,000,000 and $6,000,000,  and 10% of the Company's  pre-tax income in
excess of $6,000,000.

         In the event that Mr. Siegel  should  become  disabled and be unable to
perform his duties for a period of one hundred eighty (180)  consecutive days or
an aggregate of more than one hundred  eighty (180) days in any 12 month period,
the Company may terminate the employment  agreement after the expiration of such
period.  In such event,  Mr. Siegel shall be entitled to receive his base salary
for a period of one year from the date of his disability.

         In the event of his death during the term of the employment  agreement,
Mr.  Siegel's  estate or such other person as he designated  will be entitled to
receive his base salary for a period of one year from the date of his death.

         In addition,  in the event there is a change in control and Mr.  Siegel
terminates his employment with the Company within 180 days following such change
in control, Mr. Siegel will be entitled to his base salary, the additional bonus
compensation  described  above (to the extent  payable),  any benefits or awards
earned  through his last day of employment  and a lump sum payment equal to 2.99
times his average annual total compensation, as measured for the past 5 years.

ITEM 6.  EXHIBIT AND REPORTS ON FORM 8-K.
         -------------------------------
(a) Exhibits:

No.               Description
---               -----------

10.1     Employment  Agreement  dated August 12,  2003,  between the Company and
         Howard M. Siegel.

31.1     Certification  of CEO Pursuant to Section 302 of the Sarbanes Oxley Act
         of 2002.

31.2     Certification  of CFO Pursuant to Section 302 of the Sarbanes Oxley Act
         of 2002.

32.1     Certification  of CEO Pursuant to Section 906 of the Sarbanes Oxley Act
         of 2002.

32.2     Certification  of CFO Pursuant to Section 906 of the Sarbanes Oxley Act
         of 2002.


(b) Reports on Form 8-K:

On May 16, 2003, the Company filed a Current Report on Form 8-K relating to Item
12, Results of Operations and Financial Conditions,  reporting the issuance of a
press release  announcing the Company's  results for the quarter ended March 31,
2003.



                                      -27-
<PAGE>

On July 3, 2003, the Company filed a Current Report on Form 8-K relating to Item
5, Other  Events,  reporting  the  issuance of a press  release  announcing  the
Company's purchase of the operational assets of Live Message America, Inc.



                                      -28-
<PAGE>


                                   SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company
has duly  caused  this  report  to be signed  on its  behalf by the  undersigned
thereunto duly authorized.

                                        AMERICAN MEDICAL ALERT CORP.


Dated:  August 14, 2003                 By: /s/ Howard M. Siegel
                                           -------------------------------------
                                           Howard M. Siegel
                                           President and Chief Executive Officer


                                        By: /s/ Richard Rallo
                                           -------------------------------------
                                           Richard Rallo
                                           Controller (chief financial officer)




                                      -29-