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                        SECURITIES AND EXCHANGE COMMISSION
                               WASHINGTON, D.C. 20549

                                 FORM 10-QSB\A NO.1
(Mark One)

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

For the quarterly period ended     JUNE 30, 1998
                               ----------------------------------------

                                          OR

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

                            Commission file number 0-19567

                                CARDIAC SCIENCE, INC.
          -----------------------------------------------------------------
          (Exact name of Small Business Issuer as specified in its charter)

                DELAWARE                               33-0465681
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           (State or other jurisdiction of          (I.R.S. Employer
          incorporation or organization)            Identification No.)

    1176 MAIN STREET, SUITE C, IRVINE, CALIFORNIA         92614
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     (Address of principal executive offices)

Issuer's telephone number, including area code:   (949) 587-0357

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

The number of shares of the Common Stock of the registrant outstanding as of
August 4, 1998 was 5,159,560.

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                                CARDIAC SCIENCE, INC.

                              PART II. OTHER INFORMATION

Item 6.   EXHIBITS AND REPORTS ON FORM 8-K

          a)    Exhibits

                10.1     Loan and Security Agreement with Silicon Valley Bank,
                         as amended, dated November 14, 1997 (including the
                         Intellectual Property Security Agreement).

          b)   The Company filed reports on Form 8-K dated April 26, 1998, May
               15, 1998, June 16, 1998 and June 30, 1998 with the Commission
               relating to sales of equity securities pursuant to Regulation S
               promulgated under the Securities Act of 1933, as amended.


                                      SIGNATURES

      In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, hereunto duly
authorized.

                                        CARDIAC SCIENCE, INC.

   Date: August 26, 1998                /s/ Brett L. Scott
                                        ------------------------------
                                        Brett L. Scott
                                        Chief Financial Officer


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EXHIBIT INDEX

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

10.1      Loan and Security Agreement with Silicon Valley Bank, as amended,
          dated November 14, 1997 (including the Intellectual Property Security
          Agreement).


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