U.S. SECURITIES AND EXCHANGE COMMISSION
                          WASHINGTON, D.C. 20549

                               FORM 10-QSB
(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 13 OR 15(d) OF THE SECURITIES
----- EXCHANGE ACT OF 1934
         For the transition period from _________  to  _________

      Commission File Number   0-7855
                             ----------

                          UNITED-GUARDIAN, INC.
       ----------------------------------------------------------------
       (Exact Name of Small Business Issuer as Specified in Its Charter)

          Delaware                                11-1719724
--------------------------------        -----------------------------------
(State or Other Jurisdiction of        (I.R.S. Employer Identification No.)
 Incorporation or Organization)

               230 Marcus Boulevard, Hauppauge, New York 11788
               -----------------------------------------------
                   (Address of Principal Executive Offices)


                                 (631) 273-0900
                ------------------------------------------------
                (Issuer's Telephone Number, Including Area Code)


         ---------------------------------------------------------------
         (Former Name, Former Address and Former Fiscal Year, if Changed
                                Since Last Report)

         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
    -----        -----
<PAGE>
    APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING
                         THE PRECEDING FIVE YEARS

         Check  whether the  registrant  filed all  documents and reports
required to be filed by Section 12, 13 or 15(d) of the Exchange Act after
the distribution of securities under a plan confirmed by a court.

Yes __________         No  _________

                   APPLICABLE ONLY TO CORPORATE ISSUERS

         State the number of shares  outstanding  of each of the issuer's
classes of common equity, as of the latest practicable date

                                4,894,139
               -------------------------------------------

<PAGE>
                          UNITED-GUARDIAN, INC.

                                  INDEX


                                                                 Page No.
                                                                 --------

Part I.  Financial Information:

         Consolidated Statements of Earnings -
                  Three Months Ended
                  March 31, 2000 and 1999                            2

         Consolidated Balance Sheets -
                  March 31, 2000 and December 31, 1999             3-4

         Consolidated Statements of Cash Flows -
                  Three Months Ended
                  March 31, 2000 and 1999                            5

         Consolidated Notes to Financial Statements                6-8

         Management's Discussion and Analysis of
            Financial Condition and Results of Operations         8-10

Part II  Other Information                                          10































                                     1
<PAGE>
                          UNITED-GUARDIAN, INC.
                   CONSOLIDATED STATEMENTS OF EARNINGS
                               (UNAUDITED)


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

Net sales                                 $  2,913,349       $  2,413,975
                                            ----------         ----------
Costs and expenses:
     Cost of sales                           1,471,085          1,312,765
     Operating expenses                        487,865            483,129
                                            ----------         ----------
                                             1,958,950          1,795,894
                                            ----------         ----------
           Earnings from operations            954,399            618,081

Other income (expense):
     Interest expense                              (73)               (73)
     Investment income                          39,451             18,973
     Other                                        --                  (45)
                                            ----------         ----------
           Earnings before income taxes        993,777            636,936

Provision for income taxes                     370,700            236,800
                                            ----------         ----------
           Net earnings                   $    623,077            400,136
                                            ==========         ==========
Earnings per common share
  (Basic and Diluted)                     $        .13                .08
                                            ==========         ==========
Basic weighted average shares                4,890,258          4,883,139
                                            ==========         ==========
Diluted weighted average shares              4,917,903          4,900,456
                                            ==========         ==========

















                    See notes to financial statements.

                                    2
<PAGE>
                          UNITED-GUARDIAN, INC.
                       CONSOLIDATED BALANCE SHEETS



                                               MARCH 31,       DECEMBER 31,
                                                 2000              1999
                                              ----------       -----------
                       ASSETS                 (UNAUDITED)
Current assets:
    Cash and cash equivalents               $  2,015,412     $  2,014,556
    Temporary investments                      1,279,438        1,050,238
    Marketable securities                        297,720          286,791
    Accounts receivable
       (less allowance for doubtful
        accounts of $ 60,700 at
        March 31, 2000 and
        December 31, 1999)                     1,464,312          984,791
     Inventories                               1,096,325        1,311,183
     Prepaid expenses and other
          current assets                         220,241          220,723
     Deferred income taxes                       170,459          174,193
                                              ----------       ----------
              Total current assets             6,543,907        6,042,475
                                              ----------       ----------

Property, plant and equipment:
     Land                                         69,000           69,000
     Factory equipment and fixtures            2,532,657        2,471,632
     Building and improvements                 1,981,845        1,980,404
     Waste disposal plant                        133,532          133,532
                                              ----------       ----------
                                               4,717,034        4,654,568
      Less: Accumulated depreciation           3,354,329        3,290,120
                                              ----------       ----------
                                               1,362,705        1,364,448
                                              ----------       ----------

Other assets:
      Processes and patents, net                 125,879          138,840
      Split dollar life insurance                348,161          348,161
      Other                                        1,000            1,000
                                              ----------       ----------
                                                 475,040          488,001
                                              ----------       ----------
                                            $  8,381,652     $  7,894,924
                                              ==========       ==========









                    See notes to financial statements.

                                    3
<PAGE>
                          UNITED-GUARDIAN, INC.
                       CONSOLIDATED BALANCE SHEETS



                                             MARCH 31,        DECEMBER 31,
                                               2000               1999
                                           ------------      ------------
LIABILITIES AND                             (UNAUDITED)
STOCKHOLDERS' EQUITY

Current liabilities:
      Dividends payable                   $      --           $   391,131
      Accounts payable                         242,514            281,422
      Accrued expenses and other               172,472            195,932
      Taxes payable                            301,244               --
      Current portion of long-term
         debt                                   10,241             10,192
                                           -----------        -----------
            Total current liabilities          726,471            878,677
                                           -----------        -----------

Long-term debt, net of current
     portion                                     3,457              6,036
                                           -----------        -----------

Deferred income taxes                           10,000             10,000
                                           -----------        -----------

Stockholders' equity:
   Common stock $.10 par value,
       authorized 10,000,000 shares;
       issued and outstanding,
       4,894,139 and 4,889,339
       repectively                             489,414            488,934
   Capital in excess of par value            3,355,274          3,343,417
   Accumulated other comprehensive
       income                                   20,835             14,736
   Retained earnings                         3,776,201          3,153,124
                                            ----------        -----------
            Total stockholders' equity       7,641,724          7,000,211
                                            ----------        -----------
                                           $ 8,381,652        $ 7,894,924
                                            ==========        ===========












                    See notes to financial statements.

                                    4
<PAGE>
                          UNITED-GUARDIAN, INC.
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                               (UNAUDITED)
                                                     THREE MONTHS ENDED
                                                           MARCH 31,
                                                          ---------
                                                     2000            1999
                                                     ----            ----
Cash flows from operating activities:
  Net earnings                                  $  623,077      $  400,136
  Adjustments to reconcile net earnings
     to net cash flows provided by
     operations:
         Depreciation and amortization              77,170          75,478
         Provision for doubtful accounts              --               (76)
        (Increase) decrease in assets:
            Accounts receivable                   (479,521)       (175,302)
            Inventories                            214,858          60,475
            Prepaid expenses and other assets          482         (15,856)
         Increase (decrease) in liabilities:
            Accounts payable                       (38,908)        (54,218)
            Accrued expenses and taxes payable     277,784         190,159
                                                  --------        --------
        Net cash provided by operating
             activities                            674,942         480,796
                                                  --------        --------
Cash flows from investing activities:
   Acquisition of property, plant and
      equipment                                    (62,466)         (6,475)
   Net change in temporaty investments            (229,200)        523,193
   Purchase of marketable securities net            (1,096)           (509)
                                                  --------        --------
        Net cash provided by (used in)
          investing activities                    (292,762)        516,209
                                                  --------        --------
Cash flows from financing activities:
   Principal payments on long-term debt             (2,530)         (2,530)
   Proceeds from exercise of stock options          12,337           --
   Dividends paid                                 (391,131)       (341,820)
                                                  --------        --------
        Net cash used in financing
          activities                              (381,324)       (344,350)
                                                  --------        --------
Net increase in cash and cash equivalents              856         652,655

Cash and cash equivalents at beginning
  of period                                      2,014,556       1,320,610
                                                  --------        --------
Cash and cash equivalents at
  end of period                                $ 2,015,412      $1,973,265
                                                 =========      ==========





                    See notes to financial statements.

                                    5
<PAGE>
                          UNITED-GUARDIAN, INC.
                CONSOLIDATED NOTES TO FINANCIAL STATEMENTS

         1. In the opinion of the  Company,  the  accompanying  unaudited
financial  statements contain all adjustments  (consisting of only normal
recurring accruals) necessary to present fairly the financial position as
of March 31, 2000 and December 31, 1999 and the results of operations and
cash  flows for the three  months  ended  March  31,  2000 and 1999.  The
accounting  policies  followed  by  the  Company  are  set  forth  in the
Company's  financial  statements included in the December 31, 1999 Annual
Report.

         2. The results of  operations  for the three  months ended March
31,  2000 and 1999 are not  necessarily  indicative  of the results to be
expected for the full year.

         3. For  purposes of the  Statement  of Cash  Flows,  the Company
considers  all highly  liquid  investments  purchased  with a maturity of
three months or less to be cash equivalents.

         Cash  payments  for  interest  were $ 73 and $73  for the  three
months ended March 31, 2000 and March 31, 1999 respectively.

         Cash  payments for income taxes were $51,818 and $41,508 for the
three months ended March 31, 2000 and March 31, 1999 respectively.

      4. Comprehensive Income

          The components of comprehensive income are as follows:

                                                      2000               1999
                                                    -------            -------
               Net income                        $  623,077         $  400,136
                                                    -------            -------
               Other Comprehensive income
                 Unrealized gain on
                   marketable securites               9,833                120
                                                    -------             -------
               Net unrealized gain                    9,833                120
                                                    -------            -------
               Income tax expense on
                 comprehensive income                 3,734               -
                                                    -------            -------
               Other comprehensive income             6,099                120
                                                    -------            -------
               Comprehensive income              $  629,176         $  400,256

         The components of  accumulated  other  comprehensive  income are
unrealized gains on marketable securities.









                                    6
<PAGE>
       5. NATURE OF BUSINESS AND SEGMENT INFORMATION

         The Company has the following two reportable  business segments:
Guardian Laboratories and Eastern Chemical. The Guardian segment conducts
research,  development  and  manufacturing  of  pharmaceuticals,  medical
devices, cosmetics, products and proprietary specialty chemical products.
The Eastern  segment  distributes  fine  chemicals,  solutions,  dyes and
reagents.

         The  accounting  polices  used to  develop  segment  information
correspond to those  described in the summary of  significant  accounting
policies as set forth in the  December  31, 1998 annual  report.  Segment
earnings  or loss is based on  earnings  or loss from  operations  before
income  taxes.  The  reportable  segments  are  distinct  business  units
operating in different  industries.  They are  separately  managed,  with
separate marketing and distribution  systems.  Corporate represents those
assets,  liabilities and expenses not allocable to specific segments. The
following  information  about the two  segments  is for the three  months
ended March 31, 2000 and 1999.
<TABLE>
<CAPTION>
                                                     2000                                         1999
                                      ----------------------------------           ----------------------------------
                                      GUARDIAN      EASTERN        TOTAL           GUARDIAN      EASTERN        TOTAL
                                    ------------  -----------   -----------       -----------  -----------   -----------
<S>                                 <C>           <C>           <C>               <C>          <C>           <C>
Earnings from external customers    $ 2,463,441   $   449,908   $ 2,913,349       $1,981,825   $   432,150   $ 2,413,975
Depreciation and amortization            42,594         -            42,594           41,565         -            41,565
Segment earnings (loss) before
  income taxes                          939,618        58,607       998,225          654,979         5,971       660,950

Segment assets                        2,673,727       536,158     3,209,885        2,734,473       582,511     3,316,984

Expenditure for segment assets           52,466          -           52,466              736          -              736


Reconciliation to Consolidated Amounts

Earnings before income taxes
----------------------------
Total earnings for reportable segments                           $  998,225                                  $   660,950
Other earnings                                                       39,378                                       18,855
Corporate headquarters expense                                      (43,826)                                     (42,869)
                                                                   --------                                    ---------
Consolidated earnings before income taxes                        $  993,777                                  $   636,936

Assets
------
Total assets for reportable segments                            $ 3,209,885                                  $ 3,316,984
Corporate headquarters                                            5,171,767                                    3,669,196
                                                                  ---------                                    ---------
      Total consolidated assets                                 $ 8,381,652                                  $ 6,986,180
                                                                  =========                                    =========
</TABLE>





                                    7
<PAGE>
<TABLE>
<CAPTION>
Other Significant Items
-----------------------
                                                2000                                           1999
                                 --------------------------------------         --------------------------------------
                                 Segment                   Consolidated         Segment                   Consolidated
                                 Totals      Corporate        Totals            Totals      Corporate        Totals
                               ----------   -----------    ------------       ----------   -----------    ------------
<S>                            <C>          <C>            <C>                <C>          <C>            <C>
Interest expense               $    -       $      73      $      73          $    -       $      73      $      73
Expenditures for assets          52,466        10,000         62,466               736         5,739          6,475
Depreciation and amortization    42,592        34,578         77,170            41,565        33,913         75,478

</TABLE>
<TABLE>
<CAPTION>
Geographic Information
----------------------
                                           2000                           1999
                                  ----------------------        ----------------------
                                    Revenues    Long-Lived        Revenues    Long-Lived
                                                  Assets                         Assets
                                   ----------   -----------     -----------   -----------
<S>                               <C>           <C>             <C>           <C>
United States                     $ 1,339,222   $ 1,488,584     $ 1,489,556   $ 1,654,367
France                                686,022                       287,247
Other countries                       888,105                       637,172
                                    ---------     ---------       ---------     ---------
                                  $ 2,913,349   $ 1,488,584     $ 2,413,975   $ 1,654,367
                                    =========     =========       =========     =========
Major Customers
---------------
Customer A (Guardian)             $   706,719                   $   491,215
Customer B (Guardian)                 662,267                       260,269
All other customers                 1,544,363                     1,662,491
                                    ---------                     ---------
                                  $ 2,913,349                   $ 2,413,975
                                    =========                     =========
</TABLE>
                   MANAGEMENT'S DISCUSSION AND ANALYSIS
             OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Results of Operations

         Net sales increased  $499,374 (20.7%) for the three months ended
March 31, 2000 as compared to the comparable period in 1999. The Guardian
Laboratories  division  ("Guardian")  had a sales  increase  of  $481,615
(24.3%) while the Eastern  Chemical  subsidiary  ("Eastern")  had a sales
increase of $17,759 (4.1%).  The increase in Guardian's  sales was mainly
due to increases in sales of some of Guardian's core products as a result
of the efforts of its marketing partners,  as well as normal fluctuations
in the purchasing  patterns of its  customers.  The increase in Eastern's
sales was primarily the result of normal  fluctuations  in the purchasing
patterns of its customers.




                                    8
<PAGE>
         Cost of sales as a percentage of net sales  decreased from 54.4%
for the three  months  ended  March 31,  1999 to 50.5% in the  comparable
period in 2000.  The decrease was mainly due to an effeciency in overhead
absorbtion  created by an increase in production for the first quarter of
2000.

         Operating  expenses  increased $4,736 (1.0%) in the three months
ended March 31, 2000 when compared to the comparable period in 1999. This
increase was mainly due to an increase in advertising costs

         Investment  income  increased  $20,478  (107.9%)  for the  three
months  ended March 31, 2000 when  compared to the  comparable  period in
1999.  This  increase  is  primarily  due  to an  increase  in  temporary
investments.

          The provision for income taxes  increased from $236,800 for the
three months ended March 31, 1999 to $370,700 for the  comparable  period
in 2000.  This increase is mainly due to the increase in earnings  before
income taxes of $356,841 (56.0) between years.  The Company's  effective
rate of 37% remained unchanged for both periods.

Liquidity and Capital Resources

         Working  capital  increased from $5,163,798 at December 31, 1999
to $5,817,436 at March 31, 2000. The current ratio  increased from 6.9 to
1 at December  31, 1999 to 9.0 to 1 at March 31,  2000.  The  increase in
working  capital  is  primarily  due to  increases  in cash  provided  by
operations.  The Company  believes  that its working  capital is and will
continue to be sufficient to support its operating  requirements  and its
need for capital expenditures.

         Cash flows from operating  activities increased $194,146 (40.4%)
for the three months ended March 31, 2000 when compared to the comparable
period in 1999. This increase is mainly due to the increased  earnings in
2000 as compared to 1999.

         Cash  flows  from  investing   activities   decreased   $808,971
(156.7%)for  the three months  ended March 31, 2000 when  compared to the
comparable  period in 1999. This decrease is mainly due to an increase in
temporary investments.

         Cash flows from financing  activities  decreased $36,974 (10.7%)
in the three months ended March 31, 2000 when compared to the  comparable
period in 1999.  This  decrease is primarily  due to the increase in cash
dividends paid.

Impact of the "Year 2000" Issue

         At the  end of  1999  the  Registrant  experienced  no  problems
related to the Year 2000 ("Y2K") issue,  either internally or with any of








                                    9
<PAGE>
its customers or suppliers. In 1998 the Registrant purchased new computer
equipment  to  enable  it to  run a new  Y2K  compliant  version  of  its
accounting  software,  and at the end of 1999 and  beginning  of 2000 the
Registrant  did not  experience  any Y2K  problems  with  its  accounting
software or any of its other computer  programs.  All of the Registrant's
costs  associated  with  bringing  its systems into Y2K  compliance  were
incurred in 1998, and no additionl costs were incurred in 1999.

         All of the Registrant's key  non-information  technology systems
were  determined to be Y2K compliant  prior to the end of 1999,  and none
experienced any problems at the end of 1999 and beginning of 2000.

         Registrant  believes  that  it  has  made  all  of  the  changes
necessary to avoid any future  problems  related to the Y2K isssuse,  and
does not expect to incur any further expense in this area.


                       PART II - OTHER INFORMATION


Item 6 (b)   Exhibits and Reports on Form 8-K

             a. Exhibits

                Exhibit 27.  Financial Data Schedule

             b. Reports on Form 8-K

                No  reports  have  been  filed  on Form 8-K  during  this
quarter.


                                SIGNATURES

     In accordance with 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.


                                       UNITED-GUARDIAN, INC.
                                       (Registrant)


                                       By: Alfred R. Globus
                                           Alfred R. Globus
                                           Chief Executive Officer


                                       By: Kenneth H. Globus
                                           Kenneth H. Globus
                                           Chief Financial Officer

Date:  May 11, 2000





                                    10