SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

             [ X ] Quarterly Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
                  for the Quarterly Period Ended June 30, 1998
                                       OR
             [ ] Transition Report Pursuant to Section 13 or 15(d)
                     of the Securities Exchange Act of 1934
        for the Transition Period from ............... to ...............

                         Commission File Number 0-19407

                         LASER-PACIFIC MEDIA CORPORATION
             (Exact name of registrant as specified in its charter)

                               Delaware 95-3824617
                (State or other jurisdiction of (I.R.S. Employer
               incorporation or organization) Identification No.)

                              809 N. Cahuenga Blvd.
                           Hollywood, California 90038
                                 (323) 462-6266
     (Address,  including zip code and telephone number,  including area code of
principal executive offices)

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

The number of shares  outstanding of each of the registrant's  classes of common
stock,  as of August 1, 1998 was 7,157,872  shares of Common  Stock,  $.0001 par
value.
 

                        LASER-PACIFIC MEDIA CORPORATION
                                AND SUBSIDIARIES

                                Table of Contents

                                                                           Page

Part I - Financial Information

Item 1. Condensed Consolidated Financial Statements                          3

      Condensed Consolidated Balance Sheets                                  3
      Condensed Consolidated Statements of Operations                        4
      Condensed Consolidated Statements of Cash Flows                        5
      Notes to Condensed Consolidated Financial Statements                   6

Item 2. Management's Discussion and Analysis of Financial Condition
    and Results of Operations                                                9

Part II - Other Information

Item 3.  Submission of Matters to a Vote of Security Holders                 11

Item 4.  Exhibits and Reports on Form 8-K                                    11

      Signatures                                                             12



                         LASER-PACIFIC MEDIA CORPORATION
                                AND SUBSIDIARIES
                      Condensed Consolidated Balance Sheets

 

<TABLE>
<S>                                                                                   <C>                <C>
                                                                                    Audited              (Unaudited)
                                                                                  December 31,           June 30
                                                                                      1997                1998
                                                                                 ----------------    ----------------


Assets
Current assets                                                                    $    5,722,821           4,178,248
Net property and equipment                                                            16,194,498          11,761,029
Other assets                                                                             570,472             311,996

                                                                                 ================    ================
                                                                                 ================    ================
                                                                                      22,487,791          16,251,273
                                                                                 ================    ================

Liabilities and Stockholders' Equity
Current liabilities                                                                    8,054,970           3,982,623
Notes payable to bank and long-term debt, less current installments                    8,139,042           5,879,864
Minority Interest                                                                        521,440                 ---

Stockholders' equity:
Common stock, $.0001 par value.  Authorized 25,000,000 shares; issued and
   outstanding 7,128,172 shares at December 31, 1997 and 7,157,872 at June                   713                 716
   30, 1998.
Additional paid-in capital                                                            19,772,440          19,778,971
Accumulated deficit                                                                 (14,000,814)        (13,390,901)
                                                                                 ----------------    ----------------
   Net stockholders' equity                                                            5,772,339           6,388,786
                                                                                 ================    ================
                                                                                   $  22,487,791          16,251,273
                                                                                 ================    ================
</TABLE>






   See accompanying notes to the condensed consolidated financial statements.



                         LASER-PACIFIC MEDIA CORPORATION
                                AND SUBSIDIARIES
           Condensed Consolidated Statements of Operations (Unaudited)



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

                                                                    Three Months Ended                    Six Months Ended
                                                                          June 30                              June 30
                                                             ----------------------------------    --------------------------------
                                                                 1997               1998               1997               1998
                                                             --------------    ----------------    --------------     -------------

Revenues                                                 $       4,789,069           6,576,480        12,429,360        14,628,331
Operating costs                                                  5,081,011           5,686,161        11,122,671        11,613,847
                                                             --------------    ----------------    --------------     -------------
      Gross profit                                               (291,942)             890,319         1,306,689         3,014,484
Selling, general and administrative
    and other expenses                                           1,003,120           1,309,546         2,224,692         2,510,887
                                                             --------------    ----------------    --------------     -------------
      Income (loss) from operations                            (1,295,063)           (419,227)         (918,003)           503,597

Gain on sale of subsidiary, net of applicable taxes                                    874,578                             874,578
Interest expense                                                   351,597             352,431           731,666           729,753
Other Income (expense)                                               3,700               6,242            46,210            16,036
                                                             --------------    ----------------    --------------     -------------
      Income before income taxes                               (1,642,960)             109,162       (1,603,459)           664,458

Provision for income taxes                                               -              54,544                 -            54,544

                                                             ==============    ================    ==============     =============
      Net income (loss)                                  $     (1,642,960)              54,618       (1,603,459)           609,914
                                                             ==============    ================    ==============     =============

Net Income (loss) Per Share
       Basic Net Income                                             (0.23)                0.01            (0.23)              0.09
                                                             --------------    ----------------    --------------     -------------

       Diluted Net Income                                           (0.23)                0.01            (0.23)              0.08
                                                             --------------    ----------------    --------------     -------------

Weighted average shares outstanding (basic)                      7,128,172           7,157,872         7,128,172         7,157,872
                                                             ==============    ================    ==============     =============

Weighted average shares outstanding (diluted)                    7,128,172           7,592,178         7,128,172         7,592,178
                                                             ==============    ================    ==============     =============

</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                         LASER-PACIFIC MEDIA CORPORATION
                                AND SUBSIDIARIES
           Condensed Consolidated Statements of Cash Flows (Unaudited)
<TABLE>
<S>                                                                                      <C>                   <C> 

                                                                                            Six Month ended June 30
                                                                                      ------------------------------------
                                                                                           1997                 1998
                                                                                      ---------------      ---------------
      Cash flows from operating activities
        Net income (loss)                                                                (1,603,459)              609,914
        Adjustments to reconcile net loss to net cash
          provided by operating activities:
             Depreciation and amortization                                                 2,102,098            1,563,860
             Gain on sale of subsidiary                                                          ---            (874,578)
             Gain on sale of Property and equipment                                          125,993             (46,957)
             Provision for doubtful accounts receivable                                     (34,360)              115,742
             Other                                                                               ---                  810
             Change in assets and liabilities:
                (Increase) decrease in:
                   Accounts receivable                                                     1,976,695            1,723,997
                   Inventory                                                                  25,054               27,937
                   Prepaid expenses and other current assets                               (372,397)             (28,251)
                   Other assets                                                             (60,417)               75,476
                Increase (decrease) in:
                   Accounts payable and accrued expenses                                    (46,552)              285,633
                                                                                      ===============      ===============
                       Net cash provided by operating activities                           2,112,655            3,453,583
                                                                                      ===============      ===============

      Cash flows from investing activities:
             Purchases of property and equipment                                           (424,433)          (1,454,204)
             Net proceeds from disposal of property and equipment                             30,995               46,957
             Net effect of sale of subsidiary                                                    ---            3,402,091
                                                                                      ---------------      ---------------
                       Net cash (used in) provided by investing activities                 (393,438)            1,994,844
                                                                                      ===============      ===============

      Cash flows from financing activities :
             Proceeds borrowed under notes payable to bank and long-term debt                758,626                  ---
             Net (repayment) proceeds of notes payable to bank and long- term debt       (2,289,724)          (3,351,252)
             (Repayments) borrowing of notes payable to related parties                          ---            (900,000)
             Proceeds from issuance of common stock                                              ---                6,534
                                                                                      ===============      ===============
                       Net cash (used in) financing activities                           (1,531,098)          (4,224,718)
                                                                                      ===============      ===============

                       Net increase in cash                                                  118,119            1,203,709
      Cash at beginning of period                                                            283,082              367,363
                                                                                      ---------------      ---------------
      Cash at end of period                                                                  471,201            1,571,072
                                                                                      ===============      ===============

      Supplementary disclosure of cash flow information:
        Cash paid during the period for interest                                             731,666              729,753
                                                                                      ===============      ===============
</TABLE>

     See accompanying notes to condensed consolidated financial statements.





                         LASER-PACIFIC MEDIA CORPORATION

                     Notes to Condensed Financial Statements
                                   (Unaudited)


(1)  Basis of Presentation
 
     In  the  opinion  of  management,   the  accompanying  unaudited  condensed
financial  statements  contain all adjustments  (consisting of normal  recurring
items) necessary to present fairly the financial position of Laser-Pacific Media
Corporation  (the Company) and its subsidiaries as of June 30, 1998 and December
31, 1997;  the results of  operations  for the three and six month periods ended
June 30,  1997 and  1998;  and the  statements  of cash  flows for the six month
periods  ended June 30, 1997 and 1998.  Included in the  Condensed  Consolidated
Financial Statements is the activity of the Company's  consolidated  subsidiary,
Pacific Video Canada,  Ltd. ("PVC"). On May 15, 1998 the Company sold all of its
investment in PVC. Accordingly,  revenue and expense of PVC through May 15, 1998
is  included in the results of  operations  for the three and six month  periods
ended June 30,  1998.  The assets and  liabilities  of PVC are  included  in the
Condensed Consolidated Balance Sheets at December 31, 1997 and excluded from the
Condensed  Consolidated  Balance Sheets at June 30, 1998. The Company's business
is  subject  to  the  prime  time  television  industry's  typical  seasonality.
Historically,  revenues and income from  operations have been highest during the
first and fourth quarters, when production of television programs and demand for
the Company's services is at its highest.  The net income or loss of any interim
quarter is seasonally  disproportionate to revenues because selling, general and
administrative   expenses  and  certain  operating  expenses  remain  relatively
constant  during the year.  Therefore,  interim  results are not  indicative  of
results to be expected for the entire fiscal year.
 
     In accordance with the directives of the Securities and Exchange Commission
under Rule 10-01 of  Regulation  S-X, the  accompanying  consolidated  financial
statements  and  footnotes  have  been  condensed  and  do not  contain  certain
information  included in the Company's annual consolidated  financial statements
and notes thereto.

 (2)     Income Taxes

     The  provision  for income tax expense  for the three and six months  ended
June 30, 1998 was $54,500,  which represents foreign income tax expense relating
to Canadian income. At June 30, 1998,  federal income tax expense of $19,700 and
state income tax expense of $5,600  related to the sale of the  subsidiary  (see
Note 4) were  offset  against  the gain on the sale of  subsidiary.  Income  tax
expense  for the quarter  ended June 30 1998 was  computed  using the  estimated
effective  tax rate to apply  for  1998  after  considering  the  impact  of net
operating loss carry-forwards.

(3)   Reporting Comprehensive Income

     In June  1997,  the FASB  issued  SFAS No.  130,  "Reporting  Comprehensive
Income". This statement which establishes standards for reporting and disclosure
of comprehensive  income,  is effective for interim and annual periods beginning
after   December   15,   1997,   although   earlier   adoption   is   permitted.
Reclassification  of financial  information  for earlier  periods  presented for
comparative purposes is required under SFAS 130. As this statement only requires
additional disclosure in the Company's  consolidated  financial statements,  its
adoption  will not have  any  impact  on the  Company's  consolidated  financial
position or result of operations. The Company has adopted SFAS No. 130 effective
January  1,  1998  and its  adoption  has not had any  impact  on the  Company's
consolidated financial position or results of operations.

(4)   Disclosures about Segments of an Enterprise

     In June 1997, the FASB issued SFAS No. 131,  "Disclosure  about Segments of
an Enterprise." This statement,  which  establishes  standards for reporting and
disclosures of certain  information about operating segments in complete sets of
financial  statements,  is effective  for interim and annual  periods  beginning
after   December   15,   1997,   although   earlier   adoption   is   permitted.
Reclassifications  of financial  information for earlier  periods  presented for
comparative purposes is required under SFAS No. 131 if it is practical to do so.
The Company has adopted SFAS No. 130 effective  January 1, 1998 and its adoption
has not had any  impact on the  Company's  consolidated  financial  position  or
results of operations.

                         LASER-PACIFIC MEDIA CORPORATION

        Notes to Condensed Consolidated Financial Statements (continued)
                                   (Unaudited)

(5)      Earnings per share

     In February 1997, the Financial Accounting Standards Board issued Statement
of Financial  Accounting Standards No 128, "Earnings per Share" (SFAS 128). SFAS
128 requires dual  presentation  of basic earnings per share ("EPS") and diluted
EPS on the face of all  statements  of earnings  for all  entities  with complex
capital  structures.  Basic  EPS is  computed  as net  earnings  divided  by the
weighted-average number of common shares outstanding for the period. Diluted EPS
reflects the potential  dilution  that could occur from common  shares  issuable
through stock-based compensation plans including stock options, restricted stock
awards,  warrants and other  convertible  securities  using the  treasury  stock
method. The following summarizes the computation of Basic EPS and Diluted EPS:
<TABLE>
<S>                                                               <C>                <C>            <C>                <C> 

                                                                      Three Months ended                  Six Months ended
                                                                      6/30/97          6/30/98          6/30/97           6/30/98
Numerator for basic and diluted per share computations:
    Net income (loss) available to common shareholders        $   (1,642,960)           54,618      (1,603,459)           609,914
                                                                 =============     ============    =============     =============

Denominator:
  Shares used for basic per share computations
    weighted average shares outstanding                             7,128,172        7,157,872        7,128,172         7,157,872
    Effect of dilutive securities - stock options & warrants               --          434,306               --           434 306
    Shares used for dilutive per share computations                 7,128,172        7,592,178        7,128,172         7,592,178

Net income (loss) per share:
Basic                                                         $        (0.23)             0.01           (0.23)              0.09
Diluted                                                                (0.23)             0.01           (0.23)              0.08

</TABLE>

(6)      Sale of Subsidiary

     On May 15, 1998 the Company  sold all of its  investment  in PVC to Command
Post and  Transfer  Corporation.  The Company  realized  cash  consideration  of
$3,810,000 and a gain on sale of $874,000, net of applicable taxes.

     The balance sheet of PVC presented below reflects the amounts  attributable
to PVC,  on a gross  basis,  which are  included in the  condensed  consolidated
financial  statements of the Company, as of December 31, 1997. The Company owned
approx. 77% of the outstanding shares of PVC as of December 31, 1997 and May 15,
1998.


                         LASER-PACIFIC MEDIA CORPORATION

        Notes to Condensed Consolidated Financial Statements (continued)
                                   (Unaudited)


(6)   Sale of Subsidiary (cont.)

                           PACIFIC VIDEO CANADA, Ltd.
                             Condensed Balance Sheet
<TABLE>
<S>                                                                              <C>                             <C>

                                                                        Included as of
                                                                      December 31, 1997              (1) April 30, 1998
          Assets
             Current Assets                                      $               1,496,757                       1,225,429
             Capital Assets                                                      4,020,572                       4,052,391
                                                                    =======================        ========================
               Total Assets                                                      5,517,329                       5,277,820
                                                                    =======================        ========================

          Liabilities
             Current Liabilities                                                 1,264,224                       1,395,072
             Long Term Debt and other liabilities                                1,985,991                       1,576,666
          Equity
             Share Capital                                                       1,722,072                       1,706,996
             Retained Earnings                                                     545,042                         599,086
                                                                    =======================        ========================
               Total Liabilities & Equity                        $               5,517,329                       5,277,820
                                                                    =======================        ========================
</TABLE>

     (1) The balance sheet of PVC as of April 30, 1998 is included as it was the
last  interim  balance  sheet  available  prior  to  the  sale,  and  materially
represents the value of the assets underlying the stock of PVC sold.


     The statement of operations  of PVC  presented  below  reflects the amounts
attributable to PVC, which are included in the condensed  consolidated financial
statements of the Company,  as of the three and six month periods ended June 30,
1998.


                           PACIFIC VIDEO CANADA, Ltd.
                        Condensed Statement of Operations
<TABLE>
<S>                                                                                 <C>                          <C>

                                                                         3 Months ended                6 Months ended
                                                                         June 30, 1998                  June 30, 1998
                                                                   ---------------------------     ------------------------

          Sales                                                                     1,645,067  $                 2,894,972
          Direct expenses                                                           1,172,840                    2,079,822
                                                                   ---------------------------     ------------------------
                   Gross Profit                                                       472,228                      815,151

          SG&A expenses                                                               333,146                      606,257
                                                                   ---------------------------     ------------------------
                   Earnings from Operations                                           139,081                      208,893

          Interest and Other expenses                                                  36,628                       71,166
                                                                   ---------------------------     ------------------------
                   Earnings before income taxes                                       102,453                      137,727

          Income taxes                                                                 38,318                       54,544
                                                                   ===========================     ========================
                   Net earnings                                                        64,135  $                    83,183
                                                                   ===========================     ========================
</TABLE>


           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS
Results of Operations

     Revenues  for the six months ended June 30, 1998  increased to  $14,628,000
from  $12,429,000  for the same  year-ago  period,  an increase of $2,199,000 or
17.7%.  The  increase  in  revenues  is  comprised  of an increase of $39,000 in
Production Services, and an increase of $184,000 in Film Production Services and
an increase of $1,976,000 in Post Production Services.  The Revenues for the six
months ended June 30, 1998 at the Company's U.S. facilities increased $1,497,000
versus  the  year-ago  period,  while  revenues  from  International  Operations
increased  $702,000  versus the year-ago  period.  The increase in revenues from
Post-Production  Services is primarily  attributable to increased demand for the
Company's  digital  compression   services  including  digital  video  disc  and
additional  revenues  from feature film  mastering,  a service the Company began
offering in November  1997. The increase in revenues from  Compression  Services
and the  additional  revenue  from Film  Mastering  amounted to $968,000 for the
period.  Although  revenue  from Film  Production  Services has  increased,  the
increase was offset by the impact of the  elimination  of positive film services
in 1997.  The  Company's  Canadian  subsidiary  PVC was sold on May 15, 1998. In
accordance with Generally Accepted Accounting Principles,  the Canadian revenues
through May 15, 1998 have been included in the revenue for the period.

     Revenues for the quarter ended June 30, 1998  increased to $6,576,000  from
$4,789,000 for the same year-ago period,  an increase of $1,787,000 or 37%. This
increase  in  revenues is  comprised  of an  increase  of $43,000 in  Production
Services, an increase of $296,000 in Film Production Services and an increase of
$1,469,000 in Post Production Services.  The Revenues for the quarter ended June
30,  1998 at the  Company's  U.S.  facilities  increased  $1,132,000  versus the
year-ago period, while revenues from International Operations increased $676,000
versus the  year-ago  period.  The  increase  in revenues  from  Post-Production
Services is primarily attributable to increased demand for the Company's digital
compression services including digital video disc and revenues from feature film
mastering,  a service the Company began  offering in November 1997. The increase
in revenues  from  Compression  Services  and the  additional  revenue from Film
Mastering  amounted  to  $602,000  for the period.  Although  revenue  from Film
Production Services has increased, this increase was offset by the impact of the
elimination of positive film services in 1997. The Company's Canadian subsidiary
PVC was sold on May 15, 1998.

     For the six months ended June 30, 1998, the Company recorded a gross profit
of $3,014,000 compared with $1,307,000 for the same year ago period, an increase
of  $1,707,000 or 131%.  Operating  costs for the six months ended June 30, 1998
were  $11,614,000  versus  $11,123,000 for the year-ago  period,  an increase of
$491,000 or 4.4%.  Operating  costs,  as a  percentage  of revenues  for the six
months ended June 30, 1998 were 79.4%  compared with 89.5% for the same year-ago
period. The increase in operating costs is attributable primarily to an increase
in direct material costs of $162,000 and an increase in labor costs of $463,000,
which  are a result  of the  increased  level of  sales.  These  increases  were
partially  offset  by a  reduction  in  depreciation  expense  of  $193,000.  In
accordance with Generally Accepted Accounting  Principles,  the Canadian revenue
and expenses for PVC through May 15, 1998 have been included for the period.

     For the quarter ended June 30, 1998 the Company  recorded a gross profit of
$890,000  compared  to a loss of  $292,000  for the  same  year ago  period,  an
increase of $1,182,000 or 404%.  Operating costs for quarter ended June 30, 1998
were  $5,686,000  versus  $5,081,000  for the  year-ago  period,  an increase of
$605,000 or 11.9%.  Operating  costs,  as a  percentage  of revenues for the six
months ended June 30, 1998 were 86.5% compared with 106.61 for the same year-ago
period. The increase in operating costs is primarily attributable to an increase
in direct  material costs of $138,000 and an increase in labor costs of 456,000,
which  are a result  of the  increased  level of  sales.  These  increases  were
partially offset by a reduction in depreciation expense of $148,000.

     Selling,  general and administrative (S, G & A), and other expenses for the
six months ended June 30, 1998 were $2,511,000 as compared to $2,225,000  during
the same  year-ago  period,  an increase of $286,000 or 12.8%.  The  increase is
primarily  attributable to an increase in advertising and promotion,  and higher
audit,  appraisal and loan costs.  SG&A and other  expenses for the three months
ended June 30, 1998 were  $1,309,000 as compared to  $1,003,000  during the same
year-ago  period,  an increase of $306,000 or 30.5%.  The  increase is primarily
attributable  to an increase in  advertising  and  promotion,  and higher audit,
appraisal and loan costs.

     Interest  expense  for the six  months  ended  June 30,  1998 was  $730,000
compared to $732,000 for the same year-ago period, a decrease of $2,000 or 0.2%.
Interest expense for the three months ended June 30, 1998 was $352,000  compared
to $351,000  for the same  year-ago  period,  a decrease of $1,000 or 0.2%.  The
change in interest  expense is the result of higher  borrowing  at our  Canadian
facility and lower borrowing at our U.S. facilities. Total U.S. debt was reduced
significantly after May15, 1998 with the proceeds from the sale of PVC.

     Depreciation  expense for the six months ended June 30, 1998 was $1,924,000
compared to $2,102,000 for the same year-ago  period,  a decrease of $178,000 or
8.5%.  Depreciation  expense  for the  three  months  ended  June  30,  1998 was
$1,076,000  compared to $1,209,000 for the same year-ago  period, a reduction of
$133,000 or 11.0%.  The  depreciation  expense for both the six and three months
ended  June  30,  1998  was  lower  than  for the  same  periods  in  1997.  The
depreciation  expense  reductions were the result of the company  acquiring less
equipment than the amount of equipment that became fully depreciated  during the
six and three months ended June 30, 1998.
 

Liquidity and Capital Resources

     The Company and its  subsidiaries are operating under a loan agreement with
The CIT Group/Credit  Finance,  which has been amended and extended to August 3,
2001.  The maximum  credit under the  agreement is $9 million.  The amended loan
agreement  provides  for  borrowings  up to $5.4  million  under  the term  loan
(limited to 100% of the appraisal value of eligible  equipment) and $3.6 million
under the revolving loan (limited to 85% of eligible  accounts  receivable).  At
June 30, 1998 $1,311,000 was available  under the revolving loan agreement.  The
revolving loan had an outstanding  balance of $24,000 at June 30, 1998. It bears
interest at prime plus 1 1/2%, which is payable monthly. The outstanding balance
of the term loan was  $2,663,000  at June 30, 1998.  The term loan is payable in
monthly  installments  of $60,000 plus  interest at a fixed annual rate of 10.5%
through  August 3, 2001.  Principal  payments are not required in June,  July or
August.  Future  principal  payments may be increased if additional  amounts are
borrowed under the term facility.  The loan agreement contains automatic renewal
provisions for successive terms of two years after maturity unless terminated as
of August 3, 2001,  or as of the end of any renewal  period by either party upon
at least 60 days written notice.

     The Company has an outstanding  real estate loan with Bank of America.  The
loan is secured by the building where the Company  provides film  processing and
sound services.  The loan agreement  matures December 31, 1998 with an option to
extend the maturity an additional  year upon payment,  to Bank of America,  of a
$25,000 loan  extension  fee prior to December 31, 1998.  The  outstanding  loan
balance as of June 30, 1998 was $1,188,000.  The company  anticipates  extending
the loan agreement prior to December 31, 1998.

     The $1,000,000 of short-term  Installment (Fixed Rate) Line of Credit Notes
issued to 35 Lake Avenue,  a California  limited  partnership in July 1997, were
paid in full as of May 15, 1998. James R. Parks, the Company's,  Chief Executive
Officer, is a partner in 35 Lake Avenue.

     The Company's  principal  source of funds is cash  generated by operations.
The Company  anticipates  that  existing cash  balances and  availability  under
existing loan  agreements and cash generated from  operations will be sufficient
to service existing debt. The Company received  approximately  $3,810,000 in the
2nd Quarter of 1998 from the sale of the Company's  stock ownership of PVC. This
additional  funding  was used to retire  debt and to fund the  upgrading  of the
Company's plant and equipment.

     Forward-looking  statements  and  comments  in this press  release are made
pursuant to the  Safe-Harbor  provisions  of the Private  Securities  Litigation
Reform Act of 1995.  Such  statements  relating  to,  among  other  things,  the
prospect for the Company to continue to achieve growth in sales,  the ability to
reduce  overhead  and the  ability to achieve  positive  operating  results  are
necessarily subject to risks and uncertainties, some of which are significant in
scope and  nature,  including  risks  related to  competition,  availability  of
capital and  continuation  of sales levels.  These risks and  uncertainties  are
significant  in scope  and  nature,  including  risks  related  to  competition,
continuation of sales levels and the risks related to the cost and  availability
of capital.



Year 2000

     The Company has  reviewed  its  systems  and  communicated  with all of its
significant  suppliers and equipment and software providers.  All of the systems
tested  and the  majority  reviewed  with  third  parties  to date are year 2000
compliant.  Year 2000 costs are not  expected  to have a material  impact on the
Company's operations.  There is no guarantee that the systems of other companies
on which the Company's  systems rely will be timely converted and would not have
an adverse effect on the Company's systems.

Item 1.  Submission of Matters to a Vote of Security Holders

     At the Company's Annual Meeting of Shareholders  held on June 19, 1998, the
following individuals were elected to the Board of Directors.


                        Emory M. Cohen
                        Cornelius P. McCarthy III
                        James R. Parks
                        Ronald Zimmerman


Item 2.  Exhibits and Reports on Form 8-K

 
     (a) Form 8-K filed on June 1, 1998,  relating to the sale of the  Company's
majority interest in the shares of Pacific Video Canada, Ltd.
                                


                                   Signatures



                         LASER-PACIFIC MEDIA CORPORATION
 
         (Registrant)


          Dated:  August 13, 1998                   /s/James R. Parks
                                                    Chairman of the Board
                                                    and Chief Executive Officer



 

           Dated:  August 13, 1998                  /s/Robert McClain
                                                    Secretary and
                                                    Chief Financial Officer
                                                   (Principal Financial and 
                                                    Accounting Officer)