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

                                     FORM 10-QSB

(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, 1997
                               ----------------------

_______ Transition report under Section 13 or 15(d) of the Exchange Act

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)

                              (516) 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
    ----------               -----------

         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     June 30, 1997
                                 -------------------

                              4,862,889
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<PAGE>
                                 UNITED-GUARDIAN, INC.

                                       INDEX


                                                                   Page No.
                                                                   --------
Part I.  Financial Information:

         Consolidated Statements of Earnings -
                  Three and Six Months Ended
                  June 30, 1997 and 1996                               2

         Consolidated Balance Sheets -
                  June 30, 1997 and December 31, 1996                  3-4

         Consolidated Statements of Cash Flows -
                  Six Months Ended
                  June 30, 1997 and 1996                               5

         Consolidated Notes to Financial Statements                    6

         Management's Discussion and Analysis of
                  Financial Condition and Results of
                  Operations                                           7

Part II. Other Information                                             8
















                                          1


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


                            SIX MONTHS ENDED           THREE MONTHS ENDED
                                JUNE 30,                     JUNE  30,
                            1997         1996          1997         1996
                            ----         ----          ----         ----
Revenue:
  Net sales            $ 4,452,665  $ 4,058,741    $ 2,558,077  $ 2,129,355
  Fees and retainers        ---          25,000         ---          25,000
                         ---------    ---------      ---------    ---------
                         4,452,665    4,083,741      2,558,077    2,154.355
                         ---------    ---------      ---------    ---------
Costs and expenses:
  Cost of sales          2,728,722    2,596,856      1,536,665    1,351,102
  Operating expenses       998,620      983,039        528,596      495,519
                         ---------    ---------      ---------    ---------
                         3,727,342    3,579,895      2,065,261    1,846,621
                         ---------    ---------      ---------    ---------
      Earnings from
         operations        725,323      503,846        492,816      307,734

Other income (expense):
  Interest income           11,473        4,166          6,580        2,257
  Interest expense         (25,356)     (45,869)       (11,329)     (23,316)
                         ---------    ---------      ---------    ---------

      Earnings before
         income taxes      711,440      462,143        488,067      286,675


Provision for
   income taxes            270,330      175,300        185,430      108,700
                         ---------    ---------      ---------    ---------

      Net earnings     $   441,110  $   286,843    $   302,637  $   177,975
                         =========    =========      =========    =========
Earnings per common
   share               $      0.09  $      0.06    $      0.06  $      0.04
                         =========    =========      =========    =========

Weighted average shares 
   outstanding           4,792,723    4,762,889      4,822,230    4,762,889
                         =========    =========      =========    =========



                           See notes to financial statements.

                                         2

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



                                               JUNE 30         DECEMBER 31
                                                1997               1996
                                            ------------       -------------
              ASSETS                         (UNAUDITED)

Current assets:
    Cash and cash equivalents           $      827,622      $      826,079
    Accounts receivable
         (less allowance for doubtful
          accounts of $24,600 at
          June 30, 1997 and 38,900 at
          December 31, 1996)                 1,002,339             859,146
     Inventories                             1,434,919           1,812,629
     Prepaid expenses and other
          current assets                       219,624             199,516
     Deferred income taxes                     116,233             116,233
                                           -----------         -----------
              Total current assets           3,600,737           3,813,063
                                           -----------         -----------

Property, plant and equipment:
     Land                                       69,000              69,000
     Factory equipment and fixtures          2,235,453           2,119,223
     Building and improvements               1,780,202           1,766,174
     Waste disposal plant                      133,532             133,532
                                           -----------         -----------
                                             4,218,187           4,087,929
      Less: Accumulated depreciation         2,716,842           2,583,297
                                           -----------         -----------
                                             1,501.345           1,504,632
      Assets under capital leases, net           3,609               6.934
                                           -----------         -----------
                                             1,504,954           1,511,566
                                           -----------         -----------

Other assets:
      Processes and patents, net               606,131             351,835
      Other                                    263,684             177,135
                                           -----------         -----------
                                               869,815             528,970
                                           -----------         -----------
                                        $    5,975,506      $    5,854,139
                                           ===========         ===========



                         See notes to financial statements.

                                         3


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



                                             JUNE 30,          DECEMBER 31,
                                               1997                1996
                                          ---------------      ------------
LIABILITIES AND                             (UNAUDITED)
STOCKHOLDERS' EQUITY

Current liabilities:
   Accounts payable                        $  342,044          $  222,743
   Notes payable - banks                        ---               238,144
   Accrued expense and other                  199,899             100,772
   Current portion of long term
      debt and capital lease
      obligations                             109,575             114,241
   Taxes payable                               31,953             155,231
                                            ---------           ---------
         Total current liabilities            683,471             831.131
                                            ---------           ---------
Long-term debt                                 96,667             475,000
                                            ---------           ---------
Capital lease obligations                       ---                  ---
                                            ---------           ---------
Deferred income taxes                          31,618              31,618
                                            ---------           ---------

Stockholders' equity:
   Common stock $.10 par value,               486,289             476,289
      authorized 10,000,000 shares,
      issued and outstanding
      4,862,889 shares at June 30,1997
      and 4,762,889 at December 31, 1996
   Capital in excess of par value           3,285,630           3,089,380
   Retained earnings                        1,391,831             950,721
                                            ---------           ---------
         Total stockholders' equity         5,163,750           4,516,390
                                            ---------           ---------
                                         $  5,975,506        $  5,854,139
                                            =========           =========





                        See notes to financial statements.


                                       4


<PAGE>
                              UNITED-GUARDIAN, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                       SIX MONTHS ENDED
                                                           JUNE 30,
                                                           --------
                                                      1997          1996
                                                    -------        ------

Cash flows provided by operating activities:
  Net earnings                                  $   441,110    $   286,843
  Adjustments to reconcile net earnings
    to net cash flows from operations:
      Depreciation and amortization                 188,824        141,166
      (Increase) decrease in assets:
         Accounts receivable                       (143,193)       (16,954)
         Inventories                                377,710        103,043
         Prepaid expense and other assets          (106,657)      (125,957)
      Increase (decrease) in liabilities:
         Accounts payable                           119,301       (194,554)
         Accrued expenses and other                 (24,151)        52,462
                                                   --------       --------
      Net cash provided by operating activities     852,944        246,049
                                                   --------       --------

Cash flows from investing activities:
   Acquisition of property, plant and equipment    (130,258)       (81,787)
   Acquisition of intangible assets                (100,000)         ---
                                                   --------       --------
      Net cash (used in) investing activities      (230,258)       (81,787)
                                                   --------       --------
Cash flows from financing activities:
   Dividends Paid                                  (238,144)         ---
   (Decrease) notes payable-bank, net                 ---         (100,000)
   Principal payments on long-term debt            (380,833)       (57,462)
   Principal payments on capital lease
     obligations                                     (2,166)        (3,028)
                                                   --------       --------

     Net cash (used in) financing activities       (621,143)      (160,490)
                                                   --------       --------

Net increase in cash and cash
  equivalents                                         1,543          3,772

Cash and cash equivalents at beginning
  of period                                         826,079        307,061
                                                   --------      ---------
Cash and cash equivalents at end of period      $   827,622    $   310,833
                                                   ========      =========


                       See notes to financial statements.
                                        5
<PAGE>
                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 June 30,  1997 and the  results  of  operations  for the three and six
months  ended  June 30,  1997 and 1996 and cash  flows for the six months
ended June 30, 1997 and 1996.  The  accounting  policies  followed by the
Company are set forth in the Company's  financial  statements included in
its December 31, 1996 Annual Report to Shareholders.

          2. The results of operations for the three and six months ended
June 30, 1997 and 1996 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 $27,246 and $47,257 for the
six months ended June 30, 1997 and 1996 respectively.

             Cash  payments for taxes were  $393,608 and $125,308 for the
six months ended June 30, 1997 and 1996 respectively.

          4. On May 8, 1997,  the Company  re-acquired  the rights to its
"Sonarite"  technology  for  $100,000 in cash and the issuance of 100,000
shares of restricted  Company Common stock.  The  "Sonarite"  technology,
which has been  shown in  clinical  tests to  reduce  the  incidence  and
severity of sleep apnea and snoring,  was  developed by the Company for a
group of investors who agreed to sell the technology back to the Company.
The total cost,  $306,250,  is reflected  within patents and processes in
the  accompanying  consolidated  balance sheet, and will be amortized over
the technology's estimated useful life of 5 years.


                                   6

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


RESULTS OF OPERATIONS

          Gross revenue from operations
          -----------------------------

               Revenue  increased  $368,924 (9%) For the six months ended
June 30, 1997  compared to the  comparable  period in 1996.  The Guardian
Laboratories  division  ("Guardian")  had a sales  increase  of  $590,498
(19.7%) while the Eastern  Chemical  subsidiary  ("Eastern")  had a sales
decrease of $196,574 (18.7%).

               For the three month period  ended June 30,  1997,  revenue
increased  $403,722 (18.7%) over the comparable  period in 1996. Sales of
Guardian  increased  $576,970  (37.7%)  while sales of Eastern  decreased
$148,248 (25%).

               The Guardian sales  increases were mainly due to increased
sales of Guardian's  cosmetic  products,  the marketing of which has been
significantly expanded as a result of new distribution  arrangements that
the  company  has put in  place  over the past  few  years.  The  Eastern
decreases were mainly due to normal  fluctuations in purchasing  patterns
of customers.

          Cost of sales
          -------------

               As a percentage of sales, cost of sales decreased from 64%
for the six months ended June 30, 1996 to 61.3% in the comparable  period
in 1997.

               Cost of sales,  as a percentage of sales,  decreased  from
63.5% for the three  month  period  ended June 30,  1996 to 60.1% for the
comparable period in 1997. The decreases are mainly due to the absorption
of plant fixed costs by higher revenue in 1997 as compared to 1996.

          Operating expenses
          ------------------

               Operating  expenses  increased  $15,581  (1.6%) in the six
months  ended June 30,  1997 when  compared to the  comparable  period in
1996.  For the three  months ended June 30, 1997 there was an increase of
$33,077 (6.7%) over the comparable  period in 1996.  These increases were
primarily due to increases in payroll and payroll related costs.

          Interest expense
          ----------------

               Interest  expense  decreased  $20,513  (44.7%)  in the six
months ended June 30, 1997 when compared to the comparable period in 1996
and $11,987  (51.4%) in the three month  period  ended June 30, 1997 over
the comparable period in 1996. These decreases were mainly due to a lower
average balance of bank loans outstanding.

          Interest income
          ---------------

               Interest  Income  increased  $7,307  (175.4%)  for the six
months ended June 30, 1997 when compared to the comparable period in 1996
and  $4,323  (191.5%)  for the  three  months  ended  June 30,  1997 when
compared to the comparable  period in 1996. These increases are primarily
due to an increase in short term invested balances.

FINANCIAL CONDITION

         Working   capital  was  $2,982,472  at  December  31,  1996  and
$2,917,266 at June 30, 1997. The current ratio increased from 4.6 to 1 at
December  31,  1996 to 5.3 to 1 at June  30,  1997.  The  Company  has no
commitments for any further significant  capital  expenditures during the
remainder  of 1997,  and  believes  that its working  capital is and will
continue to be sufficient to support its operating requirements.


                                       7
<PAGE>
                          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.


                           UNITED-GUARDIAN, INC.

                               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
                                       Chief Executive Officer and
                                       Chief Financial Officer

Date:  August 5, 1997


                                     8