SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC  20549

                                    FORM 10-Q

(Mark  One)

 X    Quarterly  report  pursuant  to  Section  13  or  15(d)  of the Securities
---   Exchange  Act  of  1934

For  the  quarterly  period  ended  March  31,  2000

      Transition  report  pursuant  to  Section  13  or  15(d) of the Securities
---   Exchange  Action  of  1934

      For the transition period from                 to
                                     ---------------     --------------------


                         Commission File Number 0-19266

                        ALLIED HEALTHCARE PRODUCTS, INC.

                              1720 Sublette Avenue

                            St. Louis, Missouri 63110
                                  314/771-2400

                          IRS Employment ID 25-1370721

     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 twelve months (or for such shorter periods that the
registrant  was required to file such reports), and (2) has been subject to such
filing  requirements  for  the  past  ninety  days.


                            Yes   X            No
                                 ---               ---

     The  number  of  shares  of  common  stock  outstanding  at  May 4, 2000 is
7,806,682  shares.


<PAGE>
                                      INDEX


Part I - Financial Information                                           Number

     Item  1.   Financial  Statements

                Consolidated  Statement  of  Operations  -
                three  months  and  nine  months  ended
                March 31, 2000 and 1999 (Unaudited)                            3

                Consolidated  Balance  Sheet  -
                March 31, 2000  (Unaudited) and June 30, 1999                4-5

                Consolidated  Statement  of  Cash  Flows  -
                Nine months ended March, 2000 and 1999 (Unaudited)             6

                Consolidated  Statement  of  Changes  in
                Stockholders'  Equity  - nine months ended March 31,
                2000  (Unaudited)                                              7

                Notes to Consolidated Financial Statements                  8-12

      Item 2.   Management's  Discussion  and  Analysis  of
                Financial Condition and Results of Operations              13-24

Part  II - Other  Information

     Item 6.    Exhibits and Reports on Form 8-K                              25

                                                                Signature     26


<PAGE>
PART  I.   FINANCIAL  INFORMATION
          Item  1.   Financial  Statements
<TABLE>
<CAPTION>
                                     ALLIED HEALTHCARE PRODUCTS, INC.
                                   CONSOLIDATED STATEMENT OF OPERATIONS
                                                (UNAUDITED)

                                                    Three months ended          Nine months ended
                                                          March 31,                  March 31,
                                                --------------------------  ---------------------------
                                                    2000          1999          2000          1999
                                                ------------  ------------  ------------  -------------
<S>                                             <C>           <C>           <C>           <C>
Net sales                                       $16,728,743   $19,227,327   $49,554,573   $ 54,178,723
Cost of sales                                    12,102,813    14,287,294    36,277,507     41,409,419
                                                ------------  ------------  ------------  -------------
Gross profit                                      4,625,930     4,940,033    13,277,066     12,769,304

Selling, general and administrative expenses      3,783,939     4,601,409    12,692,270     14,202,800
Provision for product recall                        (77,000)            0       223,000      1,500,000
Provision for restructuring and consolidation             0             0             0        772,850
                                                ------------  ------------  ------------  -------------
Income/(Loss) from operations                       918,991       338,624       361,796     (3,706,346)

Other expenses:
  Interest expense                                  415,532       468,007     1,272,506      1,445,824
  Other, net                                         16,967        49,451        47,702         73,442
                                                ------------  ------------  ------------  -------------
                                                    432,499       517,458     1,320,208      1,519,266
                                                ------------  ------------  ------------  -------------

Income/(Loss) before income taxes                   486,492      (178,834)     (958,412)    (5,225,612)

Provision (Benefit) for income taxes                276,137        10,006      (138,740)    (1,845,623)
                                                ------------  ------------  ------------  -------------
Net Income/(Loss)                               $   210,355     ($188,840)    ($819,672)   ($3,379,989)
                                                ============  ============  ============  =============

Net Income/(Loss) Per Share:
Basic Net Income/(Loss) per share               $      0.03        ($0.02)       ($0.10)        ($0.43)
                                                ============  ============  ============  =============
Diluted Net Income/( Loss) per share            $      0.03        ($0.02)       ($0.10)        ($0.43)
                                                ============  ============  ============  =============

Weighted average common shares
 outstanding- Basic                               7,806,682     7,806,682     7,806,682      7,806,682
                                                ============  ============  ============  =============
Weighted average common shares &
common equivalent shares outstanding-Diluted      7,938,114     7,806,682     7,806,682      7,806,682
                                                ============  ============  ============  =============

                      See accompanying Notes to Consolidated Financial Statements.
</TABLE>


<PAGE>
                        ALLIED HEALTHCARE PRODUCTS, INC.
                           CONSOLIDATED BALANCE SHEET
                                     ASSETS

                                                         March 31,    June 30,
                                                           2000         1999
                                                        -----------  -----------
                                                         (Unaudited)
Current Assets:
   Cash                                                 $   557,280  $   587,456
   Accounts receivable, net of allowance for doubtful
      accounts of $935,750 and $939,928 respectively     11,280,916   12,601,165
   Inventories                                           16,948,146   17,499,822
   Income taxes receivable                                1,599,648    1,635,866
   Other current assets                                     171,787      138,361
                                                        -----------  -----------
      Total current assets                               30,557,777   32,462,670
                                                        -----------  -----------

   Property, plant and equipment, net                    12,515,742   14,287,037
   Goodwill, net                                         26,599,094   27,210,653
   Other assets, net                                        236,584      314,828
                                                        -----------  -----------
      Total assets                                      $69,909,197  $74,275,188
                                                        ===========  ===========


<PAGE>
                                    CONTINUED
                           CONSOLIDATED BALANCE SHEET
                       LIABILITIES AND STOCKHOLDER EQUITY

                                                     March 31,      June 30,
                                                       2000           1999
                                                   -------------  -------------
Current liabilities:
Accounts payable                                      $4,200,407     $5,434,303
Current portion of long-term debt                        990,028        907,649
Accrual for product recall                               438,601        594,725
Other current liabilities                              2,788,190      2,906,636

                                                   -------------  -------------
Total current liabilities                              8,417,226      9,843,313
                                                   -------------  -------------

Long-term debt                                        14,209,953     16,330,185

Deferred income tax liability-noncurrent                 182,608        182,608

Commitments and contingencies                                  0              0

Stockholders' equity:
Preferred stock; $.01 par value; 1,500,000 shares
authorized; no shares issued and outstanding,
which includes Series A preferred stock, $.01 par
value, 200,000 shares authorized, no shares
issued and outstanding Common stock; $.01 par
value, 30,000,000 shares authorized, 7,806,682
shares issued and outstanding at March 31,
2000 and June 30, 1999                                   101,102        101,102
Additional paid-in capital                            47,014,621     47,014,621
Common stock in treasury, at cost                   (20,731,428)   (20,731,428)
Retained earnings                                     20,715,115     21,534,787

                                                   -------------  -------------
Total stockholders' equity                            47,099,410     47,919,082
                                                   -------------  -------------

Total liabilities and stockholders' equity           $69,909,197    $74,275,188
                                                   =============  =============

See  accompanying  Notes  To  Consolidated  Financial  Statements.


<PAGE>
<TABLE>
<CAPTION>
                            ALLIED HEALTHCARE PRODUCTS, INC.
                          CONSOLIDATED STATEMENT OF CASH FLOWS
                                       (UNAUDITED)


                                                                Nine months ended
                                                                     March 31,
                                                            ---------------------------
                                                                2000           1999
                                                            -------------  -------------
<S>                                                         <C>            <C>
Cash flows from operating activities:
   Net loss                                                    ($819,672)   ($3,379,989)
   Adjustments to reconcile net loss to net
       cash provided by (used in) operating activities:

      Depreciation and amortization                            2,654,476      2,974,934
      Provision for restructuring and consolidation                    0        225,742
      Provision for product recall                              (156,124)     1,097,365
      Decrease in accounts receivable, net                     1,320,249        609,826
      Decrease in inventories                                    551,676       (191,025)
      (Increase) decrease in income taxes receivable              36,218       (969,603)
      (Increase) decrease in other current assets                (33,426)       223,323
      (Decrease) increase in accounts payable                 (1,233,896)       844,580
      Increase (decrease) in accrued income taxes                147,112       (942,036)
      Decrease in other current liabilities                     (265,558)      (816,592)
                                                            -------------  -------------
       Net cash provided by operating activities               2,201,055       (323,475)
                                                            -------------  -------------

Cash flows from investing activities:
   Capital expenditures, net                                    (193,378)      (992,340)
   Proceeds on sale of Toledo, Ohio facilities                         0      1,393,287
                                                            -------------  -------------

       Net cash provided by (used in) investing activities      (193,378)       400,947
                                                            -------------  -------------

Cash flows from financing activities:
   Proceeds from issuance of long-term debt                            0      5,000,000
   Payments of long-term debt                                   (673,770)    (7,117,798)
   Borrowings under revolving credit agreement                52,932,053     66,598,886
   Payments under revolving credit agreement                 (54,296,136)   (65,224,586)
   Debt issuance costs                                                 0        (32,104)
                                                            -------------  -------------
       Net cash used in financing activities                  (2,037,853)      (775,602)
                                                            -------------  -------------

   Net (decrease) in cash and equivalents                        (30,176)      (698,130)
   Cash and equivalents at beginning of period                   587,456      1,194,813
                                                            -------------  -------------
   Cash and equivalents at end of period                    $    557,280   $    496,683
                                                            -------------  -------------

Supplemental disclosures of cash flow information:
   Cash paid during the period for:
       Interest                                             $  1,390,029   $  1,573,400
       Income taxes                                         $     98,510   $     91,938

          See accompanying Notes To Consolidated Financial Statements.
</TABLE>


<PAGE>
<TABLE>
<CAPTION>
                            ALLIED HEALTHCARE PRODUCTS, INC.
                          CONSOLIDATED STATEMENT OF CHANGES IN
                                  STOCKHOLDERS' EQUITY
                                      (UNAUDITED)

                                                Additional
                         Preferred     Common     paid-in      Treasury      Retained
                           stock       stock      capital        stock       earnings
                        ------------  --------  -----------  -------------  -----------
<S>                     <C>           <C>       <C>          <C>            <C>
Balance, June 30, 1999  $         0   $101,102  $47,014,621  ($20,731,428)  $21,534,787

Net loss for the
   nine months ended
   March 31, 2000                                                              (819,672)

Balance,
   March 31, 2000       $         0   $101,102  $47,014,621  ($20,731,428)  $20,715,115
                        ============  ========  ===========  =============  ===========

             See accompanying Notes To Consolidated Financial Statements.
</TABLE>


<PAGE>
                        ALLIED HEALTHCARE PRODUCTS, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.     Unaudited  Financial  Statements

     The  accompanying  unaudited  financial  statements  have  been prepared in
accordance  with  the  instructions  for Form 10-Q and do not include all of the
information  and  footnotes required by generally accepted accounting principles
for  complete  financial  statements.  In  the  opinion  of  management,  all
adjustments,  consisting  only  of  normal  recurring  adjustments  considered
necessary  for  a  fair presentation, have been included.  Operating results for
any  quarter are not necessarily indicative of the results for any other quarter
or  for  the full year.  These statements should be read in conjunction with the
financial  statements and notes to the consolidated financial statements thereto
included  in  the  Company's  Form  10-K  for  the  year  ended  June  30, 1999.

2.    Inventories
      Inventories  are  comprised  as  follows:


                   March 31, 2000   June 30,  1999
                    (Unaudited)

Work-in progress  $        847,310  $       779,027
Component Parts         11,264,005       13,848,272
Finished Goods           4,836,831        2,872,523
                  ----------------  ---------------
                  $     16,948,146  $    17,499,822
                  ================  ===============

     The above amounts are net of a reserve for obsolete and excess inventory of
approximately  $1.9  million  at  March  31,  2000  and  June  30,  1999.

3.    Litigation  and  Contingencies

     The  Company  becomes,  from  time  to  time,  a  party  to personal injury
litigation  arising  out  of  incidents involving the use of its products.  More
specifically  there  have  been lawsuits filed against the Company alleging that
its aluminum oxygen pressure regulator, marketed under its Life Support Products
label, has caused fires that have led to personal injury.  The Company believes,
based  on  preliminary  findings,  that  its  products  did not cause the fires.
However,  the  Company  intends  to  defend these claims in cooperation with its
insurers.  Based on the progression of certain cases the Company recorded a $0.4
million  charge to operations in the first quarter of fiscal 2000 for cumulative
amounts  estimated  to  be  payable  by  the  Company  under  its self-insurance
retention  for  legal costs associated with defending these claims.  The Company
believes  that  any  potential  judgements  resulting from these claims over its
self-insurance  retention  would  be  covered by the Company's product liability
insurance.


<PAGE>
4.   Senior  Management  Change

     On  July  28,  1999  the  Company's  President, Chief Executive Officer and
Director  Uma  Nandan  Aggarwal  resigned.  Subsequently  on August 24, 1999 the
Company  announced  Earl  R.  Refsland as President, Chief Executive Officer and
Director of the Company.  As a result of Mr. Aggarwal's resignation, the Company
recorded a $0.2 million charge to operations in the first quarter of fiscal year
2000  per  terms  of  a  mutually  accepted  departure  agreement.

5.   Sale  of  Headwall  Products  Division

     On  May  28,  1999,  the  Company sold the assets of Hospital Systems, Inc.
("HSI") to David Miller (former General Manager-Hospital Systems, Inc.) for $0.5
million.  The  net  proceeds of $0.5 million were utilized to repay a portion of
the  Company's  revolving credit facility.  The sale of HSI, located in Oakland,
California,  resulted in a gain before taxes for financial reporting purposes of
$0.03  million.

     Had  the  divestiture  occurred on July 1, 1998, consolidated pro forma net
sales,  net  income,  and  income  per share for the quarter ended March 31,1999
would have been $18.7 million, $.1 million and $.01, respectively.  For the nine
month  period  ending March 31, 1999 pro forma net sales, net (loss), and (loss)
per  share  would  have  been  $51.6  million,  $(3.0)  million  and  $(.39),
respectively.

6.   LSP  Oxygen  Regulator  Recall

     On  February  4,  1999,  Allied  announced  a  recall  of  aluminum  oxygen
regulators  marketed  under  its  Life  Support  Products  ("LSP") label.  These
products  are  used to regulate pressure of bottled oxygen for administration to
patients  under emergency situations.  Following reports of regulator fires, the
Company  instituted  a recall in May 1997, under which it provided retrofit kits
to prevent contaminants from entering the regulators. While preliminary findings
led  the  Company  to  believe the Company's products did not cause those fires,
there  was  enough concern among the users that the Company, in cooperation with
the  U. S. Food and Drug Administration ("FDA"), agreed to institute a voluntary
recall  to  replace  aluminum  components  in  the  high pressure chamber of the
regulators  with  brass  components.  The FDA has recommended that all regulator
manufacturers cease use of aluminum in regulators.  Accordingly, the Company has
now  introduced  new brass regulators and is also offering a trade-in program to
the existing users.  As a result of the recall, the Company recorded a charge of
$1.5  million  pre-tax,  $.9 million after tax, or $0.12 per share in the second
quarter  of  fiscal  1999.


<PAGE>
     The  LSP  brand  of  regulator  is  predominantly used by Emergency Medical
Services  ("EMS") for the administration of oxygen in the emergency environment.
Even  though the recall is focused on oxygen pressure regulators used in the EMS
market,  other  markets  have  been experiencing significant sales resistance to
regulators  manufactured  with  aluminum bodies and brass components in the high
pressure chamber.  As a result, the Company will transition the manufacturing of
aluminum  bodied  oxygen pressure regulators, marketed under the B&F brand name,
to  one  with  an  all-brass design. The new brass regulator has been tested and
meets  the  International  Standards Organization ("ISO") E-4 Ignition Standard.
This  is  the  only  recognized  standard  for  ignition  resistance,  which  is
recognized  by the Compressed Gas Association ("CGA") and ISO.  Accordingly, the
Company  recorded a $0.3 million addition to the provision for product recall in
the  first  quarter  of  fiscal  year  2000 to write-down the value of remaining
aluminum  regulator  component  inventories  for  all  markets.

     In  the  third  quarter  of  fiscal 2000 the company reviewed its estimated
remaining  liability  associated  with  the aluminum oxygen regulator recall and
reduced  its  provision  by  $.077  million.

     A  reconciliation  of activity with respect to the Company's product recall
     is  as  follows:


     Provision, June 30, 1999                              $594,725
     Addition to provision for write-down of inventories    300,000
     Product costs for retrofitting and replacement        (373,957)
     Administrative costs incurred                           (5,167)
     Third fiscal quarter reduction of provision            (77,000)
                                                          ----------
     Ending Balance, March 31, 2000                       $ 438,601
                                                          ==========

7.   B&F  Consolidation  Provision

     On  August  5,  1998  the  Company's  Board of Directors voted to close the
Toledo  facility  of its disposable products division and consolidate production
of  the  B&F  line  of home care products into its manufacturing facility in St.
Louis,  Missouri.  This  move  was  announced  on  August 10, 1998. The move was
substantially completed during the second quarter of fiscal 1999.  In connection
with  the shutdown of the facility, Allied recorded a provision of approximately
$1.0  million  pre-tax, $0.6 million after tax, or $0.07 per share, in the first
quarter of fiscal 1999 to cover the cost of closing the facility.  The provision
reflects  costs  of certain fixed asset impairments, employee severance benefits
and  other  related  exit  costs.   Subsequently,  during  the second quarter of
fiscal  1999,  the  company  negotiated and received a $0.2 million cash payment
from  the  City  of  Toledo  as  partial  reimbursement  for  closure  costs.
Accordingly,  Allied recorded this cash payment, in the second quarter of fiscal
1999,  as  a reduction to the aforementioned provision resulting in a net charge
of  $0.8  million  pre-tax,  $0.5  million after tax, or $0.06 per share for the
fiscal  year  ended  June  30,  1999.


<PAGE>
8.   Workforce  Reduction

     In  an  effort  to  bring  operating  expenses in line with ongoing revenue
levels,  the  Company  announced  and instituted in October 1999 a 15% workforce
reduction  estimated  to  result  in  $2.6  million  in  annualized  savings.
Accordingly,  the  Company  recorded  a $0.2 million charge to operations in the
second  quarter  of  fiscal  2000  for  severance  related  expenses.

9.   Debt  Refinancing  and  Arrangement

     On  August  7,  1998,  the Company borrowed approximately $5.0 million from
LaSalle  National  Bank.  The borrowing was secured by a first security interest
in  the  Company's  St. Louis facility.  The loan requires monthly principal and
interest  payments  of  $0.06 million, with a final payment of all principal and
interest  remaining unpaid due at maturity on August 1, 2003.  Interest is fixed
at  7.75%  annum.  Proceeds  from  the  borrowing were used to pay down existing
debt,  which  bore  a higher interest rate.  The loan agreement includes certain
debt  covenants,  which  the Company must comply with over the term of the loan,
and  for  which  the  Company  was  in  compliance  at  March  31,  2000.

     On September 8, 1998, the Company's credit facilities with Foothill Capital
Corporation  were  amended.  The Company's existing term loan was eliminated and
replaced  with  an amended revolving credit facility.  As amended, the revolving
credit facility remains at $25.0 million.  The interest rate on the facility has
been  reduced  from  the  floating  reference rate (8.00% at June 30, 1999) plus
0.50% to the floating reference rate plus 0.25%.  The reference rate, as defined
in  the  credit  agreement,  is  the  variable rate of interest, per annum, most
recently  announced  by Wells Fargo Bank, National Association, or any successor
thereto,  as  its  "base rate".  This amendment also provides the Company with a
rate of LIBOR + 2.50%.  Interest rates on the reference rate and LIBOR will drop
by  0.25%  at the end of fiscal 2000 if the Company is profitable.  In addition,
the  fees  charged to the Company were reduced along with certain debt covenants
for  which  the  Company  was  in  compliance  at  March  31,2000.

     On  March  3,  1999,  the  Company  purchased the remaining $505,000 of its
outstanding Missouri Industrial Revenue Bonds.  The bonds, which bore a variable
interest  rate, had a final maturity date of April 1, 2001 and were repaid early
using  borrowings  from  the  Company's  revolving  credit  facility.

     On March 24, 1999, the Company's credit facility with LaSalle National Bank
was  amended.  The  amendment  provided  for  favorable  changes to certain debt
covenants.

     On  June  28,  1999,  the Company's credit facilities with Foothill Capital
Corporation  were  amended.  The  amendment provides for favorable interest rate
reduction, based upon annual profitability, for fiscal years 2001 and 2002.  The
amendment  also  extended  the  maturity  date  to  January 6, 2003 along with a
favorable  change  to  certain  debt  covenants.


<PAGE>
     On  September  1,  1999 the Company's credit facility with LaSalle National
Bank  (dated  as  of  August  7,1998  and filed with the Securities and Exchange
Commission as Exhibit 10(24) to the Company's Annual Report on Form 10-K for the
fiscal  year ended June 30, 1998) was amended.  The amendment provides favorable
changes  to  certain  debt  covenants  and  is  as  follows:

     The terms of Page 7, paragraph (n) of the Note requiring that the Company's
Tangible  Net  Worth at all times not be less than $21,000,000 are hereby waived
from  this  date  provided the Company's Tangible Net Worth at the close of each
fiscal  quarter  beginning  June  30,  1999 must not be less than the sum of (i)
$17,500,000  plus  (ii)  fifty percent (50%) of the Net Income (exclusive of any
losses)  reflected  in  each  audited  income  statement  for  each  fiscal year
beginning  June  30, 1999.  For the purposes of this paragraph, the "Net Income"
shall  mean,  for  any  period  of  calculation,  the  Company's  net  income as
determined  in  accordance  with  GAAP  but excluding any extraordinary gain and
losses,  net  of  taxes.

10.  Net  Income  (  Loss  )  per  Share

     At  March  31,  2000,  options  to  purchase  shares  of  common stock were
outstanding.  Outstanding options potentially  dilute  earnings per share in the
future but have not been included  in  the  nine month  period ending March  31,
2000 computation of diluted net loss  per  share as the impact would  have  been
antidilutive  for for  the  period.

Basic  and  diluted  earnings  per  share  were  calculated  as  follows:

<TABLE>
<CAPTION>
                                                Three Months Ended          Nine Months Ended
                                             -----------------------  -------------------------
                                                    March 31,                 March 31,
                                             -----------------------  -------------------------
                                                2000        1999         2000          1999
                                             ----------  -----------  -----------  ------------
<S>                                          <C>         <C>          <C>          <C>
Basic
Weighted average shares outstanding           7,806,682   7,806,682    7,806,682     7,806,682
                                             ----------  -----------  -----------  ------------

Net earnings                                 $  210,355  $ (188,840)  $ (819,672)  $(3,379,989)
                                             ==========  ===========  ===========  ============

Earnings per share - basic                   $     0.03  $    (0.02)  $    (0.10)  $     (0.43)
                                             ==========  ===========  ===========  ============

Diluted
Weighted average shares outstanding           7,806,682   7,806,682    7,806,682     7,806,682
                                             ----------  -----------  -----------  ------------

Additional dilutive shares principally from
the assumed exercise of outstanding
stock options                                   131,432           -            -             -
                                             ----------  -----------  -----------  ------------
                                              7,938,114   7,806,682    7,806,682     7,806,682
                                             ----------  -----------  -----------  ------------

Net earnings                                    210,355    (188,840)    (819,672)   (3,379,989)
                                             ==========  ===========  ===========  ============

Earnings per share - diluted                 $     0.03  $    (0.02)  $    (0.10)  $     (0.43)
                                             ==========  ===========  ===========  ============
</TABLE>


<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF  OPERATIONS

GENERAL
-------

     The  following  discussion summarizes the significant factors affecting the
consolidated  operating  results  and  financial  condition of Allied Healthcare
Products,  Inc.  ("Allied"  or the "Company") for the three month and nine month
periods  ended March 31, 2000 compared to the three and nine month periods ended
March 31, 1999.  This discussion should be read in conjunction with the June 30,
1999  consolidated  financial statements and accompanying notes thereto included
in  the  Company's  Form  10-K  for  the  year  ended  June  30,  1999.

     Certain statements contained herein are forward-looking statements.  Actual
results  could  differ  materially from those anticipated as a result of various
factors, including cyclical and other industry downturns, the effects of federal
and  state  legislation  on  healthcare  reform, including Medicare and Medicaid
financing,  consolidation and rationalization activities, difficulties or delays
in  the  introduction  of  new products or disruptions in selling, manufacturing
and/or  shipping  efforts.  The  Company  ships  a significant percentage of its
products outside the U. S. and is thus subject to foreign economic fluctuations.

     Specific  transactions  and  events  impacting  fiscal 2000 and fiscal 1999
operating  results,  which  make  meaningful  comparisons  more  difficult,  are
summarized  below.


<PAGE>
LITIGATION  AND  CONTINGENCIES
------------------------------

     The  Company  becomes,  from  time  to  time,  a  party  to personal injury
litigation  arising  out  of  incidents involving the use of its products.  More
specifically  there  have  been  a  number of lawsuits filed against the Company
alleging  that  its  aluminum oxygen pressure regulator, marketed under its Life
Support  Products label, has caused fires that have led to personal injury.  The
Company believes, based on preliminary findings, that its products did not cause
the  fires.  Accordingly,  the  Company  intends  to  defend  these  claims  in
cooperation  with  its  insurers.  Based on the progression of certain cases the
Company  recorded  a  $0.4  million charge to operations in the first quarter of
fiscal  2000 for cumulative amounts estimated to be payable by the Company under
its  self-insurance  retention  for  legal costs associated with defending these
claims.  The Company believes that any potential judgements resulting from these
claims  over  its  self-insurance  retention  would  be covered by the Company's
product  liability  insurance.

SENIOR  MANAGEMENT  CHANGE
--------------------------

     On  July  28,  1999  the  Company's  President, Chief Executive Officer and
Director  Uma  Nandan  Aggarwal  resigned.  Subsequently  on August 24, 1999 the
Company  announced  Earl  R.  Refsland as President, Chief Executive Officer and
Director of the Company.  As a result of Mr. Aggarwal's resignation, the Company
recorded a $0.2 million charge to operations in the first quarter of fiscal year
2000  per  terms  of  a  mutually  accepted  departure  agreement.

LSP  OXYGEN  REGULATOR  RECALL
------------------------------

     On  February  4,  1999,  Allied  announced  a  recall  of  aluminum  oxygen
regulators  marketed  under its Life Support Products label.  These products are
used to regulate pressure of bottled oxygen for administration to patients under
emergency  situations.  Following  reports  of  regulator  fires,  the  Company
instituted  a  recall  in  May  1997,  under  which it provided retrofit kits to
prevent  contaminants  from  entering the regulators. While preliminary findings
led the Company to believe the Company's products did not cause the fires, there
was  enough concern among the users that the Company, in cooperation with the U.
S.  Food and Drug Administration ("FDA"), agreed to institute a voluntary recall
to  replace  aluminum  components in the high pressure chamber of the regulators
with  brass  components at pre-existing authorized service centers.  The FDA has
recommended  that  all  regulator  manufacturers  cease  use  of  aluminum  in
regulators.  Accordingly,  the  Company  has now introduced new brass regulators
and  is  also  offering  a trade in program to the existing users. The new brass
regulator  has  been  tested  and meets the International Standards Organization
("ISO")  E-4  Ignition  Standard.  This  is  the  only  recognized  standard for
ignition  resistance,  which is recognized by the Compressed Gas Association and
the  ISO.    Based on an estimated population of 100,000 regulators, the Company
estimates  that the recall could cost as much as $2.7 million or more.  However,
the  Company  is  making  every effort to mitigate these costs. A charge of $1.5
million  pre-tax,  $.9 million after tax, or $0.12 per share was recorded in the
second  quarter  of  fiscal  1999  to  cover  these  costs.


<PAGE>
     The  LSP  brand  of  regulator  is  predominantly used by Emergency Medical
Services  ("EMS") for the administration of oxygen in the emergency environment.
Even  though the recall is focused on oxygen pressure regulators used in the EMS
market,  other  markets  have  been experiencing significant sales resistance to
regulators  manufactured  with  aluminum bodies and brass components in the high
pressure chamber.  As a result, the Company will transition the manufacturing of
aluminum  bodied  oxygen pressure regulators, marketed under the B&F brand name,
to  one  with  an  all-brass  design.  Accordingly,  the Company recorded a $0.3
million  addition  to  the  provision for product recall in the first quarter of
fiscal  year  2000  to  write-down  the  value  of  remaining aluminum regulator
component  inventories  for  all  markets.

     In  the  third  quarter  of  fiscal 2000 the Company reviewed its estimated
liability  associated  with the aluminum oxygen regulator recall and accordingly
reduced  its  provision  by  $.077.

B&F  CONSOLIDATION
------------------

     On August 10, 1998, the Company announced its intention to close the Toledo
facility  of  its disposable products division and relocate the B&F product line
of  home  care  products  to its St. Louis manufacturing facility. In connection
with  the  shutdown  of  the facility, the Company recorded a one-time charge of
approximately  $1.0 million ($0.6 million after taxes), or $.07 per share during
the  first  quarter  of  fiscal 1999. Subsequently, during the second quarter of
fiscal  1999,  the  company  negotiated and received a $0.2 million cash payment
from  the  City  of  Toledo  as  partial  reimbursement  for  relocation  costs.
Accordingly,  Allied  recorded  this  cash  payment  as  a  reduction  to  the
aforementioned  provision,  in the second quarter of fiscal 1999, resulting in a
net  charge  of $0.8 million pre-tax, $0.5 million after tax, or $0.06 per share
for  the  fiscal  year ended June 30, 1999.  These costs were substantially paid
during  the  second  quarter  of  fiscal  1999.


SALE  OF  HEADWALL  PRODUCTS  DIVISION
--------------------------------------

     On  May  28,  1999,  the  Company sold the assets of Hospital Systems, Inc.
("HSI") to David Miller (former General Manager-Hospital Systems, Inc.) for $0.5
million.  The  net  proceeds of $0.5 million were utilized to repay a portion of
the  Company's  revolving credit facility.  The sale of HSI, located in Oakland,
California,  resulted in a gain before taxes for financial reporting purposes of
$0.03  million.

     Had  the  divestiture  occurred on July 1, 1998, consolidated pro forma net
sales,  net  income,  and  income  per share for the quarter ended March 31,1999
would have been $18.7 million, $.1 million and $.01, respectively.  For the nine
month  period  ending March 31, 1999 pro forma net sales, net (loss), and (loss)
per  share  would  have  been  $51.6  million,  $(3.0)  million  and  $(.39),
respectively.


<PAGE>
FINANCIAL  INFORMATION
----------------------

     The  following  table  sets  forth,  for  the  fiscal period indicated, the
percentage  of net sales represented by certain items reflected in the Company's
consolidated  statement  of  operations.

<TABLE>
<CAPTION>
                                               THREE MONTHS ENDED   THREE MONTHS ENDED
                                                    MARCH 31           MARCH 31
                                               -----------------    ----------------
                                                 2000       1999      2000      1999
                                               ------     ------    ------    ------
<S>                                             <C>       <C>       <C>       <C>
Net sales                                       100.0%    100.0%    100.0%    100.0%
Cost of sales                                    72.3      74.3      73.2      76.4
                                               ------     ------    ------    ------
Gross profit                                     27.7      25.7      26.8      23.6
Selling, general and administrative expenses     22.6      23.9      25.6      26.2
Provision for product recall                     (0.4)      0.0       0.5       2.8
Provision for restructuring and consolidation     0.0       0.0       0.0       1.4
                                               ------     ------    ------    ------
Income/(Loss) from operations                     5.5       1.8        .7      (6.8)
Interest                                          2.5       2.4       2.6       2.7
Other expense                                      .1        .3        .0        .1
                                               ------     ------    ------    ------
Income/Loss before benefit for income taxes       2.9      (0.9)     (1.9)     (9.6)
Income taxes                                      1.7        .1       (.2)     (3.4)
                                               ------     ------    ------    ------
Net Income/(Loss)                                 1.2%     (1.0)%    (1.7)%    (6.2)%
                                               ------     ------    ------    ------
</TABLE>


<PAGE>
RESULTS  OF  OPERATIONS
-----------------------

     Allied  manufactures  and  markets  medical gas equipment, respiratory care
products,  and  emergency  medical  products.  Set  forth  below  is  certain
information  with  respect  to amounts (dollars in thousands) and percentages of
net  sales attributable to medical gas equipment, respiratory care products, and
emergency  medical  products.  Headwall  products  are  included  in medical gas
equipment  for  the  three  and  six  month  periods  ending March 31,1999.  The
headwall  products  division  was  sold  on May 28, 1999.  Net sales of headwall
products  for  the  three  and  nine  month periods ended March 31,2000 were $.6
million  and  $2.6  million  respectively.


                             THREE MONTHS ENDED   THREE MONTHS ENDED
                               MARCH 31, 2000       MARCH 31, 1999

                                         % of                  % of
                                         Total                 Total
                               Net        Net        Net        Net
                              Sales      Sales      Sales      Sales
                            ---------  ---------  ---------  -------
Medical Gas Equipment       $ 8,970      53.6%    $10,850      56.4%
Respiratory Care Products     5,267      31.5%      5,681      29.5%
Emergency Medical Products    2,492      14.9%      2,696      14.1%
                            -------    -------    -------    -------
Total                       $16,729     100.0%    $19,227     100.0%
                            =======    =======    =======    =======


                             NINE MONTHS ENDED     NINE MONTHS ENDED
                               MARCH 31, 2000       MARCH 31, 1999

                                         % of                  % of
                                         Total                 Total
                               Net        Net        Net        Net
                              Sales      Sales      Sales      Sales
                            ---------  ---------  ---------  --------
Medical Gas Equipment        $ 26,661     53.8%    $ 29,051     53.6%
Respiratory Care Products      14,693     29.6%      17,832     32.9%
Emergency Medical Products      8,201     16.6%       7,296     13.5%
                            ---------  ---------  ---------  --------
Total                         $49,555     100.0%    $54,179    100.0%
                              =======    =======    =======   =======


THREE  MONTHS  ENDED MARCH 31,2000 COMPARED TO THREE MONTHS ENDED MARCH 31,1999.
--------------------------------------------------------------------------------

     Certain  internal  and  external  factors  continue to impact the Company's
operations.  Home  health  care  product  sales,  mainly  the  B&F product line,
continue  to  be weak due to lingering effects of the shutdown and relocation of
production  of  the  B&F  product  line to St. Louis.  The Company continues its
efforts  to  improve stocking levels of the B&F product line through outsourcing
of  labor  intensive assembly operations.  The Company believes that the ability
to  meet customer demand in a timely manner is fundamental in improving customer
satisfaction,  which  will  in  turn result in an increase in incoming business.
Management's  efforts  are therefore focused on ways to improve on-time shipping
levels  to  the  customer.


<PAGE>
     Allied  had net sales of $16.7 million for the three months ended March 31,
2000,  down  $2.5  million,  or 13% from net sales of $19.2 million in the prior
year  same  quarter. The now divested headwall business had sales of $.6 million
in  the  three  months  ended  March 31, 1999 indicating that the Company's base
business  decreased  sales  by  $1.9 million in the quarter ended March 31, 2000
compared  to  the  prior  year  same  period.  Sales  of  all  product lines are
suffering from the lingering manufacturing issues of the relocation of the B & F
product  line  to  St. Louis.  These issues are manifesting themselves in higher
than  normal  past  due  backlog  and high shippable backlog due customers.  The
Company's  shippable  backlog  at  March  31,  2000  totaled  $1.9  million.

     Medical  Gas Equipment sales of $9.0 million in the third quarter of fiscal
2000  were $1.8 million lower than sales of $10.8 million in the prior year same
quarter.  Excluding  $.6 million of third quarter fiscal 1999 sales from the now
divested  headwall  products  division, core medical gas product sales decreased
$1.2  million,  or  11.1%, in the third quarter of fiscal 2000 compared to prior
year  third  quarter.

     Respiratory  care product sales in the third quarter of fiscal 2000 of $5.2
million  were $.5 million, or 7.0%, less than sales of $5.7 million in the prior
year  same  quarter.  This  decline is primarily attributable to the B&F product
line  due  to  the  factors  discussed  above.

     Emergency product sales decreased  $0.2 million, or 7.4%, from $2.7 million
in  the  third  quarter  of  fiscal 1999 to $2.5 million in the third quarter of
fiscal  2000.  The  third  fiscal  quarter of 1999 benefited form unusually high
shipments of brass oxygen regulators. The high regulator shipments were a result
of  the  introduction of a new brass regulator and a trade-in program instituted
due  to the voluntary recall of aluminum oxygen regulators during fiscal 1999 as
previously  discussed.

     International  sales,  which  are  included  in the product lines discussed
above,  decreased $0.3 million or 9.4% from $3.2 million in the third quarter of
fiscal  1999  to  $2.9  million in the third fiscal quarter of fiscal 2000.  The
company  continues  to emphasize the importance of worldwide markets as advances
in  medical  protocol  in various markets throughout the world lead to increased
demand.

     Gross profit for the three months ended March 31, 2000 was $4.6 million, or
27.7%,  of net sales compared to a gross profit of $4.9 million, or 25.7% of net
sales for the three months ended March 31, 1999. Gross profit as a percentage of
net  sales  for  the  now  divested headwall products division was 14.3% for the
three-month  period  ending  March  31, 1999.  The increase in gross profit as a
percent  of  sales  for  the  three  month  period  ending  March  31,  2000  is
attributable  to  lower manufacturing costs. The Company will continue to review
its  operations  to eliminate inefficiencies and also research opportunities for
lowering  manufacturing  and  product  costs.

     Selling, General and Administrative  ("SG&A") expenses for the three months
ended  March 31, 2000 were $3.8 million, a net decrease of $.8 million, or 17.4%
from  $4.6  million  for the three months ended March 31, 2000.  The decrease in
SG&A  is  largely  attributable  to the 15% salary work force reduction that was
instituted  in  the  second  quarter  of  fiscal  2000.


<PAGE>
     Income  from  operations  was  $.9 million for the three months-ended March
31,2000  compared  to  $0.3  million  for the three months ended March 31, 1999.
Interest  expense  for  both  the  third  quarter of fiscal 2000 was $.4 million
compared to $.5 million in the third fiscal quarter of 1999. Allied had a profit
before  income taxes in the third quarter of fiscal 2000 of $.5 million compared
to  a loss before benefit for income taxes of $0.2 million for the third quarter
of  fiscal  1999.  The  Company recorded a provision for taxes of $.3 million in
the  third  quarter  of  fiscal  2000  compared to negligible taxes in the third
quarter  of  fiscal  1999.

     For the third quarter of fiscal 2000, net income was $0.2 million, or $0.03
per  basic and diluted share compared to a net loss of $.2 million for the third
quarter  of  fiscal  1999,  or  $.02  per basic and diluted share.  The weighted
average  number of common shares outstanding used in the calculation of earnings
per  share  for the third quarters of fiscal 2000 and fiscal 1999 was 7,806,682.

     The  LSP brand of oxygen regulator, which is subject to voluntary recall as
previously  discussed,  is  substantially  used  by  Emergency  Medical Services
("EMS")  for  the  administration  of  oxygen in the emergency environment. Even
though  the  recall  is  focused  on  oxygen pressure regulators used in the EMS
market,  other  markets  have  been experiencing significant sales resistance to
regulators  manufactured  with  aluminum bodies and brass components in the high
pressure chamber.  As a result, the Company will transition the manufacturing of
aluminum  bodied  oxygen pressure regulators, marketed under the B&F brand name,
to  one  with  an  all-brass  design.  Accordingly, the Company has reviewed its
provision  to cover the cost associated with the oxygen regulator recall and has
recorded  a  $0.077  million  reduction to the provision in the third quarter of
fiscal  year  2000  to reflect its current estimate of costs associated with the
recall  and  write down of component inventories for aluminum oxygen regulators.


NINE  MONTHS  ENDED MARCH 31, 2000 COMPARED TO NINE MONTHS ENDED MARCH 31, 1999.
--------------------------------------------------------------------------------

Allied had net sales of $49.6 million for the nine months ending March 31, 2000,
down  $4.6 million, or 8.5%, from net sales of $54.2 million for the nine months
ending  March  31,1999.  The  now  divested  headwall business had sales of $2.6
million  in  the  nine  month  period  ending  March 31,1999 indicating that the
Company's  core  business  had a sales decline of  $2.0 million or 3.7% from the
prior  year  same  period.  Sales  of  all  product lines are suffering from the
lingering  manufacturing  issues  of the relocation of the B & F product line to
St.  Louis.  These  issues are manifesting themselves in higher than normal past
due  backlog  and  high  shippable  backlog  due  customers.

     Medical  gas product sales in the first nine months of fiscal 2000 of $26.7
million  were  $2.3  million lower than sales of $29.0 million in the prior year
same nine month period.  Excluding $2.6 million of first nine months fiscal 1999
sales from the now divested headwall products division, core medical gas product
sales  increased  $.3  million, or 1.1%, in the first nine months of fiscal 2000
compared  to  prior  year  first  nine  months.


<PAGE>
     Respiratory  care  product sales in the first nine months of fiscal 2000 of
$14.7  million  were $3.1 million, or 17.4%, less than sales of $17.8 million in
the  prior  year  same  nine month period.     The decline in home care sales is
mainly  attributable  to  the  B&F  product line due to factors discussed above.

     Emergency  product sales increased $.9 million, or 12.3%, from $7.3 million
in the first nine months of fiscal 1999 to $8.2 million in the first nine months
of fiscal 2000, primarily due to increased shipments of brass oxygen regulators.
This  increase in brass regulator shipments is a result of the introduction of a
new  brass  regulator  and  a  trade-in  program instituted due to the voluntary
recall of aluminum oxygen regulators during the second quarter of fiscal 1999 as
previously  discussed.

     International  sales,  which  are  included  in the product lines discussed
above, decreased $0.4 million or 4.2% from $9.6 million in the first nine months
of  fiscal  1999  to  $9.2  million  in the first nine months of fiscal 2000The
company  continues  to emphasize the importance of worldwide markets as advances
in  medical  protocol  in various markets throughout the world lead to increased
demand.

     Gross profit for the nine months ended March 31, 2000 was $13.3 million, or
26.8%, of net sales compared to a gross profit of $12.8 million, or 23.6% of net
sales  for the nine months ended March 31,1999.  The increase in gross profit as
a  percent  of  sales is attributable to higher manufacturing efficiency and the
outsourcing  of  labor intensive assembly operations primarily in the production
of  the B&F product line.  In the second quarter of fiscal 1999, the B&F product
line  was moved to St. Louis and caused a reduction of manufacturing throughput.
As previously discussed, the headwall products division was sold on May 28, 1999
and  its  results  are  included  in  the nine months ended March 31, 1999.  The
Company  will  continue to review its operations to eliminate inefficiencies and
also  research  opportunities  for  lowering  manufacturing  and  product costs.

     Selling,  General and Administrative  ("SG&A") expenses for the nine months
ended  March  31,  2000  were  $12.7 million, a net decrease of $1.5 million, or
10.6%  from $14.2 million for the nine months ended March 31,1999. In the second
quarter  the  Company  recorded a $.2 million charge to operations for severance
and  related  expenses  to  cover  the cost of the previously announced 15% work
force  reduction  estimated  to yield $2.6 million annualized savings in payroll
and  benefit  costs.

     SG&A  expenses  in  the  first  nine months of fiscal 2000 were impacted by
certain  unusual  transactions.  The  Company  recorded a $0.4 million charge to
SG&A  expense  in  the  first  quarter  of  fiscal  2000  for cumulative amounts
estimated  to  be  payable by the Company under its self-insurance retention for
legal costs associated with defending product liability litigation. In addition,
due  to  the resignation of the Company's President, Chief Executive Officer and
Director  Uma  Nandan  Aggarwal  on  July  28, 1999, the Company recorded a $0.2
million  charge  to  SG&A  expense  in the first quarter of fiscal year 2000 per
terms  of  a  mutually accepted departure agreement.  These unusual charges were
offset  by  certain  SG&A  expense  savings that are a result of specific events


<PAGE>
which  were  discussed  previously.  The  aforementioned  SG&A  expense  savings
include: 1) administrative expense savings of $0.3 million due to the closing of
the  Company's  Toledo,  Ohio  facility,  2)  $0.8  million  in  direct expenses
generated by the divested headwall products division in the first nine months of
fiscal  1999 and 3) $1.2 million in savings attributable to management's efforts
to  reduce  SG&A  spending  in  the  base  business.

     The  LSP brand of oxygen regulator, which is subject to voluntary recall as
previously  discussed,  is  primarily used by Emergency Medical Services ("EMS")
for  the  administration of oxygen in the emergency environment. Even though the
recall  is  focused  on oxygen pressure regulators used in the EMS market, other
markets  have  been  experiencing  significant  sales  resistance  to regulators
manufactured  with  aluminum  bodies  and  brass components in the high pressure
chamber.  As a result, the Company will transition the manufacturing of aluminum
bodied  oxygen  pressure  regulators,  marketed under the B&F brand name, to one
with  an  all-brass  design.  Accordingly,  the  Company recorded a $0.3 million
addition to the provision for product recall in the first quarter of fiscal year
2000  to  write-down  the  value  of  remaining  aluminum  regulator  component
inventories  for  all markets. In the third fiscal quarter, the Company reviewed
its  provision to cover the cost associated with the oxygen regulator recall and
has  recorded a $0.077 million reduction to the provision to reflect its current
estimate  of  costs  associated  with  the  recall  and  write down of component
inventories  for  aluminum  oxygen  regulators.

     On August 10, 1998, the Company announced its intention to close the Toledo
facility  of  its disposable products division and relocate the B&F product line
of  home  care  products to its St. Louis manufacturing facility.  In connection
with  the  shutdown  of  the facility, the Company recorded a one-time charge of
approximately  $1.0 million ($0.6 million after taxes), or $.07 per share during
the  first  quarter  of  fiscal 1999. Subsequently, during the second quarter of
fiscal  1999,  the  Company  negotiated and received a $0.2 million cash payment
from  the  City  of  Toledo  as  partial  reimbursement  for  relocation  costs.
Accordingly,  Allied  recorded  this  cash  payment  as  a  reduction  to  the
aforementioned  provision,  in the second quarter of fiscal 1999, resulting in a
net  charge  of $0.8 million pre-tax, $0.5 million after tax, or $0.06 per share
for  the  fiscal  year  ended June 30,1999.  These costs were substantially paid
during  the  second  quarter  of  fiscal  1999.

     Income  from  operations  was  $.6  million for the nine months ended March
31,2000  compared  to a loss of $3.7 million for the nine months ended March 31,
1999.  Interest  expense  for  the  nine  months  ended  March 31, 2000 was $1.3
million  compared to $1.4 million in the nine month period ending March 31,1999.
Allied  had  a  loss before benefit for income taxes in the first nine months of
fiscal  2000  of $1.0 million compared to a loss before benefit for income taxes
of  $5.2 million for the first nine months of fiscal 1999.  The Company recorded
a tax benefit of $.1 million in the first nine months of fiscal 2000 compared to
a  tax  benefit of $1.8 million in the same nine month period of the prior year.

     In  fiscal 2000, the net loss for the first nine months was $.8 million, or
$0.10 per basic and diluted share compared to a net loss of $3.4 million for the
first  nine  months  of  fiscal 1999, or $0.43 per basic and diluted share.  The
weighted  average number of common shares outstanding used in the calculation of
earnings  per  share  for  fiscal  2000  and  fiscal  1999  was  7,806,682.


<PAGE>
FINANCIAL  CONDITION
--------------------

     The  following  table  sets  forth selected information concerning Allied's
financial  condition:

     Dollars  in  thousands:          March  31,  2000          June  30,  1999
     -----------------------          ----------------          ---------------

     Cash                                $   557                   $   587
     Working  Capital                    $22,141                   $22,619
     Total  Debt                         $15,200                   $17,238
     Current  Ratio                       3.63:1                    3.30:1

     The  Company's working capital was $22.1 million at March 31, 2000 compared
to  $22.6  million  at  June  30,  1999.  Accounts receivable decreased to $11.3
million  at March 31, 2000 from $12.6 million at June 30, 1999, primarily due to
decreased  sales.  Accounts  receivable  as  measured  in days sales outstanding
("DSO")  are at 63 days up from 62 days at June 30, 1999.  Inventories decreased
to  $16.9  million  from  $17.5  million  at June 30, 1999.  Current liabilities
decreased  $1.4  million  primarily due to the accounts payable decrease of $1.2
million.

     There  was  a  minimal decrease in cash for the nine months ended March 31,
2000.  Net  cash  provided  by operations for the nine month period ending March
31,  2000 was $2.2 million. Cash provided by operating activities consisted of a
net  loss  of $.8 million, which was offset by non-cash charges to operations of
$2.7  million  for  depreciation and amortization, as well as changes in working
capital  accounts  which provided $.5 million. The change in working capital was
essentially  comprised  of  reductions  in  accounts receivable of $1.3 million,
inventory  of  $.6  million combined with a decrease of accounts payable of $1.2
million  and  other  current  liabilities  reduction  of  $.1  million.

     The  Company's cash balance decreased $.7 million for the nine month period
ending March 31,1999.  Operating activities for the period ending March 31, 1999
consumed  cash  of  $.3  million.  Cash consumed consisted of a net loss of $3.4
million,  which  was  partially offset by non-cash charges to operations of $3.0
million  for  depreciation and amortization. Changes in working capital accounts
used  $1.3 million.  The changes in working capital were comprised of reductions
in accounts receivable of $0.6 million and other current assets of $0.2 million,
and  an  increase  in accounts payable of $0.8 million.  These favorable working
capital adjustments were offset by an increase in inventories of $0.2 million, a
net  change  in  deferred income tax accounts of $1.9 million and a reduction in
other  current liabilities of $0.8 million.  In addition, cash used by operating
activities  was  favorably  impacted  by  the  $1.1  million accrual for product
recall, as discussed previously, and by the $0.2 million non-cash portion of the
provision  for  restructuring and consolidation related to the relocation of the
B&F  product  line  from  Toledo,  Ohio  to  St.  Louis,  Missouri.

     On August 7, 1998, the Company obtained a $5.0 million mortgage loan on its
principal  facility  in  St.  Louis, Missouri from LaSalle National Bank.  Under
terms  of  this  agreement  the Company will make monthly principal and interest
payments,  with  a  balloon  payment in 2003.  Proceeds of the loan were used to
reduce the obligation under the revolving credit agreement with Foothill Capital
Corporation.  The  mortgage  loan  carries  a  fixed  rate of interest of 7.75%.


<PAGE>
     On September 8, 1998, the Company's credit facilities with Foothill Capital
Corporation  were  amended.  The Company's existing term loan was eliminated and
replaced  with  an amended revolving credit facility.  As amended, the revolving
credit  facility  remained  at $25.0 million.  The interest rate on the facility
has  been  reduced  from the floating reference rate (7.75% at January 31, 1999)
plus  0.50%  to  the  floating reference rate plus 0.25%.  The reference rate as
defined  in  the  credit agreement, is the variable rate of interest, per annum,
most  recently announced by Norwest Bank Minnesota, National Association, or any
successor thereto, as its "base" rate.  This amendment also provides the Company
with  a  rate  of  LIBOR  +2.5%.

     On  June  28,  1999,  the Company's credit facilities with Foothill Capital
Corporation  were  amended.  The  amendment provides for favorable interest rate
reduction, based upon annual profitability, for fiscal years 2001 and 2002.  The
amendment  also  extended  the  maturity  date  to  January 6, 2003 along with a
favorable  change  to  certain  debt  covenants.

     On  September  1,  1999 the Company's credit facility with LaSalle National
Bank  was  amended.  The  amendment  provides  favorable changes to certain debt
covenants.

Inflation  has not had a material effect on the Company's business or results of
operations.

YEAR  2000
----------

     All  critical  systems  were  year  2000  compliant  at  December 31, 1999.

     The  Company  did  not  separately  distinguish  between  costs  incurred
specifically  to  assure  year 2000 compliance and normal expenditures needed to
maintain  or upgrade systems.  The company believes that any such costs expended
were  not  material.

     The  Company  is dependent on various third parties to conduct its business
operations.  These  third  parties are customers and vendors of raw material and
components  used  in  the  production  process.  The  Company's revenues are not
dependent  upon any single or any few numbers of customers.  The company employs
large number of vendors, without concentration of critical vendors.  None of the
Company's  products  or  components uses date sensitive technology.  To date the
company has not experienced any costs or business interruptions due to year 2000
problems.  The  Company does not anticipate any Year 2000 problems will occur in
the  future  but  it is maintaining its contingency planning and resources at an
appropriate  level


<PAGE>
PART  II.     OTHER  INFORMATION
              ------------------

Item 6.  Exhibits  and  Reports  on  Form  8-K

(a)      Exhibits:

         (27)     Financial  Data  Schedule

(b)      Reports  on  Form  8-K  -  none

<PAGE>
                                    SIGNATURE

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

                                  ALLIED  HEALTHCARE  PRODUCTS,  INC.


                                         /s/ Earl R. Refsland
                                 -------------------------------------
                                           Earl R. Refsland
                                 President and Chief Executive Officer
                                 -------------------------------------