SECURITIES AND EXCHANGE COMMISSION
                      Washington, D.C. 20549

                            FORM 10-K


         Annual Report Pursuant to Section 13 or 15(d) of
              the Securities Exchange Act of 1934


For the Fiscal Year Ended                    Commission File Number
  November 30, 1999                                  2-85538-B


                       CCA INDUSTRIES, INC.
       (Exact Name of Registrant as specified in Charter)


     DELAWARE                           04-2795439
State or other jurisdiction of       (I.R.S. Employer
incorporation or organization)        Identification No.)


    200 Murray Hill Parkway, East Rutherford, New Jersey 07073
  (Address of principal executive offices, including zip code)

                          (201) 330-1400
      (Registrant's telephone number, including area code)


 Securities registered pursuant to Section 12(b) of the Act: NONE


   Securities registered pursuant to Section 12(g) of the Act:
             Common Stock, par value $.01 per share
                        (Title of Class)


          Class A Common Stock, par value $.01 per share
                        (Title of Class)

<PAGE>

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 filed such reports), and (2) has been
subject to such filing requirement for the past 90 days.  Yes  X .  No    .
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to
this Form 10-K.  [ X ].


The aggregate market value of the voting stock held by non-affiliates of the
Registrant (i.e., by persons other than officers and directors of the
Registrant), at the average high and low sales prices, at February 8, 2000,
was as follows:


Class of Voting Stock                                Market Value

 5,558,525 shares; Common
 Stock, $.01 par value                                  $6,948,156


     At February 8, 2000 there were an aggregate of 7,246,085 shares of Common
Stock and Class A Common Stock of the Registrant outstanding.


















                              - ii-
<PAGE>
                     CROSS REFERENCE SHEET

                                   Headings in this Form
Form 10-K                          10-K for Year Ended
Item No.                           November 30, 1999

1. Business                        Business

2. Properties                      Property

3. Legal Proceedings               Legal Proceedings

4. Submission of Matters           Submission of Matters to a
   to a Vote of Security           Vote of Security Holders
   Holders

5. Market for Registrant's         Market for the Company's
   Common Equity and               Common Stock and Related
   Related Stockholder             Shareholder Matters
   Matters

6. Selected Financial Data         Selected Financial Data

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

8. Financial Statements            Financial Statements
   and Supplementary Data          and Supplementary Data

9. Changes In and Dis-             Changes In and Dis-
   agreements With                 agreements With
   Accountants On Accounting       Accountants On Accounting
   and Financial Disclosure        and Financial Disclosure

10. Directors and                  Directors and Executive
    Executive Officers             Officers
    of the Registrant

11. Executive Compensation         Executive Compensation



                              - iii-
<PAGE>

                                   Headings in this Form
Form 10-K                          10-K for Year Ended
Item No.                           November 30, 1999


12. Security Ownership             Security Ownership
    of Certain Beneficial          of Certain Beneficial
    Owners and Management          Owners and Management

13. Certain Relationships          Certain Relationships
    and Related Transactions       and Related Transactions

14. Exhibits, Financial            Exhibits, Financial
    Statement Schedules,           Statement Schedules,
    and Reports on Form            and Reports on Form
    8-K                            8-K




























                              - iv-
<PAGE>
                       TABLE OF CONTENTS
Item                                                                     Page

PART I

     1. Business.................................................           1
     2. Property.................................................           6
     3. Legal Proceedings........................................           7
          4. Submission of Matters to a Vote of Security Holders            7

PART II

     5. Market for the Company's Common Stock  and Related
         Shareholder Matters......................................          8
     6. Selected Financial Data...................................          9
     7. Management's Discussion and Analysis of Financial Condition
         and Results of Operations................................         10
     7A. Quantitative And Qualitative Disclosure About Market Risk         13
     8. Financial Statements and Supplementary Data...............         13
     9. Changes In and Disagreements with Accountants On Accounting
         and Financial Disclosure.................................         14

PART III

     10. Directors and Executive Officers.........................         15
     11. Executive Compensation...................................         17
     12. Security Ownership of Certain Beneficial Owners and
         Management...............................................         23
     13. Certain Relationships and Related Transactions...........         24

PART IV

     14. Exhibits, Financial Statement Schedules, and Reports on
         Form 8-K.................................................         25












                               - v-
<PAGE>
                             PART I


Item 1. BUSINESS

     (a) General

     CCA INDUSTRIES, INC. (hereinafter, "CCA" or "the Company") was in-
corporated in Delaware in 1983.

     The Company operates in one industry segment, in what may be generally
described as the health-and-beauty aids business, selling numerous products, in
several health-and-beauty aids categories.  All Company products are manu-
factured by contract manufacturers, pursuant to the Company's specifications
and formulations.

     The Company owns registered trademarks, or exclusive licenses to use
registered trademarks, that identify its products by brand-name.  Under most of
the brand names, the Company markets several different but categorically-
related products.  The brand and trademark names include "Plus+White" (oral
health-care products), "Sudden Change" (skin-care products), "Bikini Zone"
(after-shave analgesic products for women), "Wash n Curl," "Wash n Straight"
and "Pro Perm" (hair-care products), "Permathene" and "Mega 16" (dietary pro-
ducts), "Nutra Nail" and "Nutra Nail 60" (nail treatments), "Hair Off"
(depilatories), "IPR" (foot-care products), "Solar Sense" and "Kid Sense"
(sun-care products), "Mood Magic" (lipsticks), "Cloud Dance" and "Cherry
Vanilla" (perfumes).

     All Company products are marketed and sold to major drug and food chains,
mass merchandisers, and wholesale beauty-aids distributors throughout the
United States and Canada.

     The Company recognizes sales at the time its products are delivered to
customers.  However, while sales are not subject to any contract contingency,
the acceptance of returns is an industry-wide practice.  The Company thus esti-
mates 'unit returns' based upon a review of the market's recent-historical ac-
ceptance of subject products as well as current market-expectations, and
equates its reserves for estimated returns in the sum of the gross profits, in
the five preceding months, realized upon an equivalent number of subject-
product sales. (See Item 14, Note 2).  Of course, there can be no precise
going-forward assurance in respect of return rates and gross margins, and in
the event of a significant increase in the rate of returns, the circumstance
could have a materially adverse affect upon the Company's operations.

     The Company's total net-sales revenues in fiscal 1999 (which does not
include Fragrance Corporation of America Ltd. revenues -- see Discontinued
Operations") were $36,926,287.  Foreign sales accounted for approximately 4.5%
of sales.  In fiscal 1999, the Company realized (a) $23,015,886 in gross
profits from continued operations.  The Company incurred a loss of ($1,142,682)
from discontinued operations, resulting in a  total net loss of ($291,099).  At
fiscal year end,  total assets were $21,494,987.   (See the Financial State-
ments and Notes, at Item 14).
  <PAGE>
     Including the principal members of management (see Directors and Executive
Officers), the Company, at November 30, 1999, had 133 sales, administrative,
creative, accounting, receiving, and warehouse personnel in its employ.

     (b) Discontinued Operations

     In 1998, CCA (a) purchased certain perfume-product inventory and obtained
exclusive license to use certain associated trademarks (see below, License
Agreements - Shiara), (b) caused the incorporation of Fragrance Corporation of
America Ltd. (hereinbelow "FCA"), (c) advanced approximately $3,000,000 to FCA.
for perfume-product inventory, other assets and working capital, and (d)
entered into a Shareholders Agreement, as the 80% shareholder of FCA, pursuant
to which the 20% shareholders (three persons) were engaged  to market the per-
fume product line and to devote their full business-time to FCA.  (The minority
shareholders, whose employment by FCA has been terminated, had no prior affili-
ation with the Company, were never directors or officers of CCA, and were never
involved in CCA management or policy making.)

     Net sales of perfume products were approximately $3,700,000 during fiscal
1998, but decreased to $2,100,000  in fiscal 1999.  In February of 1999,
employment agreements with FCA's minority shareholders (included in the 1998
Shareholders Agreement) were replaced by short-term consulting agreements,
which were terminated in October of 1999.  Contemporaneously, the Company for-
malized a plan to discontinue the operations of FCA, terminated all FCA em-
ployees, closed its Chicago facility, abandoned the majority of its inventory,
and discontinued the marketing of all of its products except "Cherry Vanilla"
and "Cloud Dance." (See "License Agreement-Shiara")   The marketing of those
perfumes has been assumed by CCA.

     In 1999, the Company credited FCA with the tax benefit to be received from
the loss incurred by it.  This resulted in reducing the intercompany advances
from approximately $3 million to approximately $2.15 million.  Since the net
realizable value of FCA's assets at November 30, 1999 was estimated to be
approximately $1 million, a resultant loss from the discontinued operations of
approximately $1.15 million  is reflected accordingly in the statement of
income. (See Item 7, Management's Discussion And Analysis of Financial Condi-
tion And Results of Operations, and the Financial Statements and Notes included
in Item 14.)

     (c) Manufacturing and Shipping

     The Company creates formulations, chooses colors and mixtures, and
arranges with independent contractors for the manufacture of its products pur-
suant to Company specifications.  Manufacturing and component-supply arrange-
ments are maintained with several manufacturers and suppliers.  Almost all
orders and other product shipments are delivered from the Company's own ware-
house facilities, which results in more effective inventory control, more ef-
ficient shipping procedures, and the realization of related economies.
                                      -2-
<PAGE>

     (d) Marketing and Advertising

     The Company markets its products through an in-house sales force of
employees, and independent sales representatives throughout the United States,
to major drug, food and mass-merchandise retail chains, and leading whole-
salers.

     The Company sells its products to approximately 600 accounts, most of
which have numerous outlets.  Approximately 40,000 stores carry at least one
Company product.

     During the fiscal year ended November 30, 1999, the Company's two largest
customers were WalMart (approximately 27% of sales) and Walgreen (approximately
11%).  The loss of either of these principal customers, or substantial reduc-
tion of sales revenues realized from their business, could materially and nega-
tively effect the Company's earnings.

     Most of the Company's products are not particularly susceptible to
seasonal-sales fluctuation. However, sales of depilatory, sun-care and diet-
aids products customarily peak in the Spring and Summer months, while
fragrance-product sales customarily peak in the Fall and Winter months.

     The Company has an in-house advertising department.  The advertising staff
designs point-of-purchase displays, including 'blister cards', sales brochures
and packaging layouts.  The production of displays, brochures, layouts and the
like is accomplished through contract suppliers.

     The Company primarily utilizes local and national television advertise-
ments to promote its leading brands.  On occasion, print and radio advertise-
ments are engaged.  In addition, and more-or-less continuously, store-centered
product promotions are co-operatively undertaken with customers.

     Each of the Company's brand-name products has attraction for a particular
demographic segment of the consumer market, and advertising campaigns are
directed to the respective market-segments.

     The Company's in-house staff is responsible for the 'traffic' of its
advertising.  Placement is accomplished directly and through media-service
companies.

     (e) "Wholly-Owned" Products

     The majority of the Company's sales revenues are from sales of the
Company's "wholly-owned" products lines (i.e. , Company products sold under
trademark names owned by the Company, and not subject to any other party's
interest or license), including "Plus+White" toothpaste, "Sudden Change",
"Bikini Zone", "Wash-n-Curl", "Wash n Straight," and "Mood Magic".

     "Plus + White" accounted for approximately 38.1% of the Company's net
sales during fiscal 1999,  "Sudden Change" accounted for approximately 20.5%,
                                      -3-
<PAGE>

"Hair-Off" (a licensed product -- see License Agreements), accounted for ap-
proximately 10.9%, and "NutraNail" (another licensed product) accounted for
approximately 11.1%.  (No other Company product accounted for as much as 10%.)

     (f) License Agreements

          i. Alleghany Pharmacal

     In 1986, the Company entered into a license agreement with Alleghany
Pharmacal Corporation (the "Alleghany Pharmacal License").  Under the terms of
the Alleghany Pharmacal License, the Company was granted, and yet retains, the
exclusive right to manufacture and market certain products, and to use their
associated trademarks, including "Nutra Nail," "Nutra Nail 60," "Pro Perm,"
"Hair Off," "Permathene", and "IPR ."

     The Alleghany Pharmacal license requires the Company (a) to pay royalties
of 6% per annum on net sales of hair-care products ("Pro-Perm"), dietary pro-
ducts ("Permathene") and foot-care products ("IPR"), "Nutra-Nail" nail-enamel
products, and "Hair-Off" depilatories; and (b) to pay 1% royalties on net sales
of a "Hair-Off" mitten that is a depilatory-product accessory, and "Nutra Nail
60," a fast acting nail enamel.

     The Company is required to pay not less than $360,000 per annum in order
to maintain exclusive rights under the Alleghany Pharmacal License.  (Royalties
have always exceeded the minimum; but, if they did not, the Company would be
entitled to maintain exclusive license rights by electing to pay the
'difference.'  At the same time, the Company would not be required to pay any
fee in excess of royalties payable in respect of realized sales if sales did
not yield 'minimum royalties' and the Company chose in such circumstance to
concede the license rights.)

     The Alleghany Pharmacal License agreement provides that if, and when, in
aggregate, $9,000,000 in royalties has been paid thereunder, the royalty-rate
for those products now 'charged' at 6% will be reduced to 1%.  Through November
30, 1999, the Company had paid or accrued Alleghany-Pharmacal license royalties
in the sum of $6,824,511.

     The products subject to the Alleghany-Pharmacal License accounted for
approximately $10,772,000 and 29% of net sales in the fiscal year ended
November 30, 1999.

          ii. Shiara

     The Company's perfume-product line, marketed from commencement in the
Spring of 1998 by the FCA subsidiary (see above Discontinued Operations),
resulted (a) upon CCA's  purchase in 1998, from a bank creditor of Shiara,
Inc., of inventory and other assets, including perfume formulas, previously
owned by Shiara, Inc., for the sum of $1,141,711 and (b) a contemporaneous
License Agreement with Shiara Holdings, Inc., pursuant to which CCA acquired ex-
clusive license to use certain trademark names, including "Cloud Dance,"
"Cherry Vanilla" and "Mandarin Vanilla" (the "Shiara License").
                                       -4-
<PAGE>

     The Shiara License requires the Company to pay royalties of 5% per annum
on net sales of all products sold under the "Cloud Dance," "Cherry Vanilla" and
"Mandarin Vanilla" trademarks until royalties totaling $2,000,000 are paid, and
royalties of one-half of 1% thereafter.  (The Company has discontinued its
marketing of  "Mandarin Vanilla.")

     The Shiara License provides minimum royalties of $150,000 per year (from
June 1, 1999), but the Company is negotiating for an amendment to reduce the
minimum-royalties requirement. In any event, the Company would not be required
to pay any sum in excess of royalties payable in respect of realized sales if
sales did not yield minimum royalties and the Company chose in such circum-
stance to concede the license rights.

          iii. Solar Sense, Inc.

     CCA commenced the marketing of its sun-care products line following a May
1998 License Agreement with Solar Sense, Inc. (the "Solar Sense License"),
pursuant to which it acquired the exclusive right to use the trademark names
"Solar Sense" and "Kids Sense" (and several other names  that it has not
marketed), and the exclusive right to market mark-associated sun-care products.
The Solar Sense License requires the Company to pay a 5% royalty on net sales
of License Agreement products, the marketing of which commenced in November
1998, and produced $729,392  in net sales during fiscal 1999.

     If  minimum royalties of $40,000 do not result, CCA's license rights will
be terminated unless it chooses to pay the 'difference' between sales-realized
royalties and $40,000.

          iv. Other Licenses

     The Company has entered into various other license agreements, none of
which has had material impact upon the Company's sales or financial results.

     (g) Trademarks

     The Company's own trademarks and licensed-use trademarks serve to identify
its products and proprietary interests and the Company considers these marks to
be valuable assets.  However, there can be no assurance, as a practical matter,
that trademark registration results in marketplace advantages, or that the
presumptive rights acquired by registration will necessarily and precisely
protect the presumed exclusivity and asset value of the marks.

     (h) Competition

     The market for cosmetics and perfumes, and health-and-beauty aids products
in general, including patent medicines, is characterized by vigorous competi-
                                        -5-
<PAGE>

tion among producers, many of which have substantially greater financial,
technological and marketing resources than the Company.  Major competitors such
as Revlon, L'Oreal, Colgate, Del Laboratories, Unilever, and Procter & Gamble
have Fortune 500 status, and the broadest-based public recognition of their
products.  Moreover, a substantial number of other health-and-beauty aids
manufacturers and distributors may also have greater resources than the
Company.

     (i) Government Regulation

     All of the products that the Company markets are subject or potentially
subject to particular regulation by government agencies, such as the U.S. Food
and Drug Administration, the Federal Trade Commission, and various state and/or
local regulatory bodies.  In the event that any future regulation were to re-
quire new approval for any in-the-market for product, or should require ap-
proval for any planned product, the Company would attempt to obtain the
necessary approval and/or license, assuming reasonable and sufficient market
expectations for the subject product.  However, there can be no assurance, in
the absence of particular circumstances, that Company efforts in respect of any
future regulatory requirements would result in approvals and issuance of
licenses. Moreover, if such license-requirement circumstances should arise,
delays inherent in any application-and-approval process, as well as any refusal
to approve, could have a material adverse affect upon existing operations
(i.e., concerning in-the-market products) or planned operations.

     (j) Y2K

     The Company expended approximately $500,000 in fiscal 1999 for 'Y2K
preparation.'  It has not experienced any significant problems, nor incurred
significant additional costs in respect of Y2K matters.  Moreover, the Company
has submitted an application with the State of New Jersey pursuant to its
statewide program for a grant to compensate the Company for the "Y2K retrain-
ing" of its staff.  The results of the application have not been determined.

Item 2. PROPERTY

     The principal executive offices of the Company are located at 200 Murray
Hill Parkway, East Rutherford, New Jersey.  There, under a net lease, the Com-
pany occupies approximately 62,500 square feet of space.  Approximately 45,000
square feet in such premises is used for warehousing and 17,500 for offices.
The annual rental is $259,284.  The lease expires on March 31, 2001, but the
Company has a five-year renewal option.

     The Company leases an additional 45,000 square feet of warehouse space in
Paterson, New Jersey, on a net lease basis, for $13,088 per month.  That lease
expires on May 31, 2000.
                                           -6-
<PAGE>

Item 3. LEGAL PROCEEDINGS


     The Company is not engaged in any material litigation, but is involved in
various legal proceedings in the ordinary course of its business activities.


Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS


     On June 22, 1999, the Company held its annual meeting of shareholders.
The actions taken, and the voting results thereupon, were as follows:

     (1) David Edell, Ira W. Berman, Jack Polak, and Stanley Kreitman were
elected as directors by the holders of Class A Common Stock.  (No proxy was
solicited therefor, whereas Messrs.  Berman, Polak and David Edell own more
than 98% of the Class A Common Stock, and they proposed themselves and Mr.
Kreitman.)

     (2) As proposed by Management, Sidney Dworkin, Dunnan Edell and Rami Abada
were elected as directors by the holders of the Common Stock.

     (3) The Board's appointment of Sheft Kahn & Company LLP as the Company's
independent certified public accountants for the 1999 fiscal year was approved.

     The Company has not submitted any matter to a vote of security holders
since the 1999 Annual Meeting.
                                  -7-
<PAGE>

                             PART II


Item 5. MARKET FOR THE COMPANY'S COMMON STOCK
        AND RELATED SHAREHOLDER MATTERS


     In August of 1999, the Company's Management received, by letter, an
unsolicited proposal pursuant to which the communicant, who presented to be the
sole owner of a  company unknown to Management, and who did not present any
particular or formal financial information concerning his or his company's
'ability to purchase,' proposed an offer of $3 per share for all Company
shares.  Management rejected the proposal in consequence of their unanimous
opinion, among other things, that as against the Company's actual value, the
sum was insufficient.  No formal  offer followed, and no further communication
was received from the proposing party.

     The Company's Common Stock is traded on the NASDAQ National Market.  The
range of high and low sales prices during each quarter of the 1999 and 1998
fiscal years is as follows:


               Quarter Ended               1999              1998


     February 28                      2.125 - 1.125     2 11/16 - 2 1/16
     May 31                             1.5 - 1.063      3 5/16 - 2  3/8
     August 31                        1.781 - 1.156       2 3/4 - 1  5/8
     November 30                      2.031 - 1.25        1 7/8 - 1 1/16

     The published high and low sales prices on February 8, 2000 were 1 9/32
and 1 7/32.

     The Company issued a total of 75,000 unregistered shares of its Common
Stock, and no other unregistered securities, during the 1999 fiscal year.  The
issuance of unregistered shares resulted upon exercises of Stock Options is-
sued pursuant to the Company's Stock Option Plans (See "Executive Compensa-
tion") as follows: 45,000 shares upon David Edell's November 1999 exercise of
60,000 options, paid for with 15,000 shares of the Company's stock; 30,000
shares upon Ira Berman's November 1999 exercise of 40,000 options, paid for
with 10,000 shares of the Company's stock.  (David Edell is the Company's
President and Chief Executive Officer, and Ira Berman is its Corporate
Secretary and Executive Vice President.  See, "Directors and Executive
Officers.")

     As at February 8, 2000, there were approximately 350 holders of shares of
the Company's equity stock.  (There are a substantial number of shares held of
record in various street and depository trust accounts which represent
approximately 1000 additional shareholders.)

     The Company has never paid any dividend, and does not expect to pay and
dividend in the foreseeable future.
                                       -8-
<PAGE>

Item 6. SELECTED FINANCIAL DATA
<TABLE>
<CAPTION>
                                                       Year Ended November 30,
                                  1999            1998        1997           1996         1995
<S>                             <C>             <C>        <C>             <C>         <C>
Statement of Income
  Sales                         $36,926,287     $37,402,678$ 37,708,922    $39,469,098 $36,849,803

  Other income                      285,469         318,296     293,953        235,925     316,928

                                 37,211,756      37,720,974  38,002,875     39,705,023  37,166,731

Costs and Expenses               35,841,367      35,001,894  34,730,052     37,790,397  39,397,255

Income (Loss) Before
  Provision for Income
  Taxes                           1,370,389       2,719,080   3,272,823      1,914,626 ( 2,230,524)

(Loss) Income from
  Discontinued Operations       ( 1,142,682)         61,570     -              -           -

Net Income (Loss)               (   291,099)      1,667,974   2,031,494      1,051,334 ( 1,354,584)

Earnings Per Share:
  Basic                         ($      .04)     $      .23  $      .28     $      .15 ($      .20)

  Diluted                       ($      .04)     $      .21  $      .25     $      .13 ($      .20)

Weighted Average Number
  of Shares Outstanding           7,264,750       7,243,956   7,205,904      7,120,099   6,794,368

Weighted Average Number
 of Shares and Common Stock
 Equivalents Outstanding          7,893,362       8,075,169   8,108,482      7,989,383   6,794,368

</TABLE>
<TABLE>

Balance Sheet Data:
<CAPTION>
                                                           As At November 30,
                                   1999           1998        1997           1996         1995
<S>                             <C>             <C>         <C>            <C>         <C>

Working Capital                 $12,291,890     $12,067,263 $11,331,810    $ 9,367,639 $ 8,191,830
Total Assets                     21,494,987      24,010,136  19,224,291     17,038,752  18,138,359
Total Liabilities                 6,328,905       8,410,687   5,139,769      4,983,870   7,287,570
Total Stockholders' Equity       15,166,082      15,599,449  14,084,522     12,054,882  10,850,789
</TABLE>
                                                                 -9-
<PAGE>

Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     On March 3, 1986, the Company entered into a Licence Agreement with
Alleghany Pharmacal Corporation under the terms of which the Company was
granted the exclusive right to use the licensed products & trademarks for the
manufacture and distribution of the products subject to the License Agreement.
Under the terms of the Alleghany Pharmacal License (see "Business-License
Agreements"), the royalty-rate for those Alleghany Pharmacal License products
now 'charged' at 6% will be reduced to 1% after the sum of $9,000,000 in
royalties has been paid thereunder.  (Certain products subject of the license
are, even now, 'charged' at only 1%.  See "Business-License Agreements").

     As at November 30, 1999, the Company had paid or accrued $6,824,511  in
royalty payments.

Comparison of Results for Fiscal Years 1999 and 1998

     The Company's revenues decreased from $37,720,884 in fiscal 1998 (ex-
cluding sales from discontinued operations of $3,681,296) to $37,211,756 in
fiscal 1999 (excluding sales from discontinued operations of $2,102,649) due
primarily to the decrease in its sales of its "Nutra 60" line, which it has
discontinued marketing.  The Company also adopted a plan to discontinue opera-
tions of its 80% owned subsidiary, Fragrance Corporation of America, Ltd. (FCA)
and, accordingly, reflected a loss from the discontinued operations of
$1,142,682.

     Gross profit margins were 37.7% as compared to prior year's gross profit
margins of 38.1%.  Income before taxes decreased from $2,719,080 to $1,370,389.
The decrease was attributable to the decrease in approximately $500,000 of
revenues, approximately $500,000 of costs of converting to the MegaSys Software
Systems for Y2K readiness and E.D.I. integration, and an increase in adver-
tising and cooperative promotions of approximately $500,000.

     Research and development expenses and bad debt expenses were substantially
similar to the prior year, respectively, $581,360 to $562,708 (research);
$135,949 to $132,831 (bad debt).

     Net income from continuing operations was $851,583 as compared to
$1,576,239.  A loss of $1,142,682 from discontinuing operations resulted in a
net loss of $291,099 in fiscal 1999 as compared to a net profit of $1,667,974
in fiscal 1998.


Comparison of Results for Fiscal Years 1998 and 1997

     The Company's revenues increased from $38,002,875 in fiscal 1997 to
$41,402,270 in fiscal 1998, due to approximately $3,700,000 of perfume-product
sales by the then  newly formed Fragrance Corp. subsidiary.  CCA's sales for
the year were down slightly due to lower international sales as well as a small
drop in sales of a few of its core products.  There were no significant changes
in the products sold in either volume or price, or in the history of returns.
                                      -10-
<PAGE>

     Gross margins for the year were 63% in 1998, up from 62% in fiscal 1997.
This was due primarily to the gross margins realized upon Fragrance Corp.
sales.

     Management kept its advertising, cooperative and promotional budget in
line with is sales projections for fiscal 1998 by keeping its expenses to
$8,882,106 and to 22% of net sales, which expenses and rate were substantially
equivalent to 1997's experience ($8,450,461 and 22% of net sales).

     Research and development expenses for fiscal 1998 were lower than in
fiscal 1997 by approximately $120,000 due to the economies realized from uti-
lizing increased in-house-staff  services, and fewer outside consultants.

     Bad debt expense increased significantly in fiscal 1998 [$201,630, vs.
$17,779 in fiscal 1997] due to necessary reserves on increased accounts
receivable.  Actual write-offs were approximately $50,000 in 1998 and
$6,000 in 1997.

     The Company's interest expense also increased in fiscal 1998, due to its
use of a bank credit line to fund approximately one-half of the advances of
approximately $3,000,000 made to Fragrance Corp., for working capital and the
initial purchase of perfume-product inventory.

     The increase in selling, general and administrative expenses of $2,432,288
[$13,579,182 in fiscal 1998 as compared to $11,146,894 in 1997] was associated
with the start-up of Fragrance Corp. and the increased overheard of its new
operations as well as the increase in royalties and commissions paid in respect
of CCA's own products due to fluctuations in the mix of product sales.  Thus,
the Company realized a slightly lower pre-tax profit of $2,832,175, down from
$3,272,823, despite the increase in sales and the realization of marginally
better gross margins.

Liquidity and Capital Resources

     As at November 30, 1999, the Company had working capital of $12,291,890 as
compared to $12,067,263 at November 30, 1998.  The ratio of total current
assets to current liabilities was 2.9 to 1 as compared to a ratio of 2.4 to 1
for the prior year.  Stockholders' equity decreased to $15,166,082 from
$15,599,449.

     The Company's cash position at year end increased to $807,360 from
$542,289 as at November 30, 1998.  The increase was due mostly to the re-
duction in inventory ($2.8 million), accounts receivable ($.5 million), and
securities ($375,000).  The Company utilized approximately $157,000 in the
acquisition of property and equipment, $468,000 for intangible assets, $150,000
to reduce debt, $1.3 million to reduce payables and $1.15 million to pay
income taxes.

     Inventories ($6,235,270 vs. $9,059,456) were down $2,824,186 and accounts
receivable ($7,371,532 vs. $7,878,000) decreased $506,468.  Current liabilities
($6,328,905 vs. $8,410,687) decreased by $2,081,782.
                                       -11-
<PAGE>



     As of November 30, 1999, the Company was utilizing $1,400,000 of the funds
available under its $5,000,000 credit line.  The Company has issued a security
agreement in connection with the bank financing.

Year 2000 Issue

     The Company expended approximately $500,000 for Y2K preparations and
address of potential Y2K problems.  However, it is anticipated that a grant
from the state of New Jersey, for 'Y2K retraining' of the Company's staff, will
offset some of the Company's Y2K expenses, which did not have a material
adverse effect on the Company's cash flow or financial position,  but did
decrease the Company's earnings.

     The Company did not suffer any material Y2K problems, nor any material
delay or expense as the result of any customer's (or other third-party's)
Y2K experience.

Inventory, Seasonality, Inflation and General Economic Factors

     The Company attempts to keep its inventory for every product at levels
that will enable shipment against orders within a three week period.  However,
certain components must be inventoried well in advance of actual orders because
of time-to-acquire circumstances.   For the most part, purchases are based upon
projected quarterly requirements, which are projected based upon sales indica-
tions received by the sales and marketing departments, and general business
factors.  All of the Company's contract-manufacture products and components are
purchased from non-affiliated entities.  Warehousing is provided at Company
facilities, and all products are shipped from the Company's warehouse
facilities.

     None of the Company's products are particularly seasonal, but sales of its
sun-care, depilatory and diet-aid  products usually peak during the Spring and
Summer seasons, and perfume sales usually peak in Fall and Winter.  The Company
does not have a product that can be identified as a 'Christmas item.'

     Because its products are sold to retail stores (throughout the United
States and, in small part, abroad), sales are particularly affected by general
economic conditions.  Accordingly, any adverse change in the economic climate
can have an adverse impact on the Company's sales and financial condition.  The
Company does not believe that inflation or other general economic circumstance
that would negatively affect operations can be predicted at present, but if
such circumstances should occur, they could have material and negative impact
on the Company's net sales and revenues; and, more particularly, unless the
Company were able to pass along related cost increases to its customers, upon
gross margins.

                                         -12-
<PAGE>

Item 7A. QUANTITATIVE AND QUALITATIVE
         DISCLOSURE ABOUT MARKET RISK


     The Company's financial statements (See Item 14) record the Company's
investments under the equity method (i.e., at date-of-statement market value).
The investments are, categorically, in "Government Obligations" and "Corporate
Obligations" (which, primarily, are intended to be held to maturity) and
"Equity."  Less than $1 million of the Company's $3.3 million portfolio of
investments (approximate, as at Nov. 30, 1999) is invested in the "Equity"
category, and all investments in that category are Preferred Stock or Mutual
Fund holdings.  Whereas the Company does not take positions or engage in trans-
actions in risk-sensitive market instruments in any substantial degree, nor as
defined by SEC rules and instructions, it does not believe that its investment-
market risk is material.


Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA


     The Financial Statements are listed under Item 14 in this Form 10-K.  The
following financial data is a summary of the quarterly results of operations
(unaudited) during and for the years ended November 30, 1999 and 1998:

                                        Three Months Ended

Fiscal 1999                 Feb. 28      May 31        Aug. 31      Nov. 30

Net Sales                $8,657,183   $11,109,844    $8,631,951   $8,527,309
Total Revenue             8,698,161    11,152,945     8,734,574    8,626,076

Cost of Products Sold     3,539,119     4,052,904     3,481,368    2,837,010

Income from Continuing
  Operations                  9,929       506,488        95,601      239,565

Income (Loss) from Dis-
continued Operations         61,732   (   260,473)  ( 1,252,768)     308,827

Net Income                   71,661       246,015   ( 1,157,167)     548,392

                        Basic Diluted Basic Diluted Basic Diluted Basic Diluted
Earnings Per Share:
  Continuing Operations    .00  .00      .07   .06     .01   .01     .03  .03
  Discontinued Operations  .01  .01     (.04) (.04)    (.17)(.17)    .04  .04
  Net                      .01  .01      .03   .03     (.16)(.16)    .08  .07

                                                      -13-

<PAGE>





                                         Three Months Ended

Fiscal 1998                 Feb. 28      May 31      Aug. 31        Nov. 30

Net Sales                $9,352,431   $10,322,467    $9,774,723    $7,953,057
Total Revenue             9,438,685    10,419,739     9,846,141     8,016,409

Cost of Products Sold     3,587,114     3,973,404     3,384,348     3,307,018

Income from Continuing
  Operations                375,955       865,690       360,066         4,693

Income (Loss) from Dis-
  continued Operations         -      (    60,846)       80,289        42,127

Net Income                  375,955       804,844       440,355        46,820

                       Basic Diluted  Basic Diluted Basic Diluted Basic Diluted
Earnings Per Share:
  Continuing Operations  .05  .05        .12   .11     .05   .04     .00  .00
  Discontinued Operations.00  .00       (.01) (.01)    .01   .01     .01  .01
  Net                    .05  .05        .11   .10     .06   .05     .01  .01


Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS
        ON ACCOUNTING AND FINANCIAL DISCLOSURE


     The Company did not change its accountants within the twenty-four months
prior to the date of the most recent financial statements (nor since), and had
no reported disagreement with its accountants on any matter of accounting prin-
ciples or practices.
                                            -14-
<PAGE>

                               PART III


Item 10. DIRECTORS AND EXECUTIVE OFFICERS


     The Executive Officers and Directors of the Company are as follows:

                                                     YEAR OF FIRST
   NAME                   POSITION                   COMPANY SERVICE

David Edell         President and Chief
                    Executive Officer,
                    Director                            1983

Ira W. Berman       Chairman of the Board
                    of Directors, Secretary,
                    Executive Vice President            1983


Dunnan Edell        Executive Vice Pres.-
                    Sales, Director                     1984

Drew Edell          Vice President-
                    Manufacturing and
                    New Product Development             1983

Stanley Kreitman    Director                            1996

John Bingman        Treasurer                           1986

Jack Polak          Director                            1983

Sidney Dworkin      Director                            1985

Rami G. Abada       Director                            1997

     David Edell, age 68, is a director, and the Company's President and Chief
Executive Officer.  Prior to his association with the Company he was a
marketing and financial consultant; and, by 1983, he had extensive experience
in the health and beauty aids field as an executive director and/or officer of
Hazel Bishop, Lanolin Plus and Vitamin Corporation of America.

     Ira W. Berman, age 68, is the Company's Executive Vice President and
Corporate Secretary.  He is also Chairman of the Board of Directors.  Mr.
Berman is an attorney who has been engaged in the practice of law since
1955.  He received a Bachelor of Arts Degree (1953) and Bachelor of Laws Degree
(1955) from Cornell University, and is a member of the American Bar Associa-
tion.

     Dunnan Edell is the 44 year-old son of David Edell.  He has been a
director since 1994.  A Senior Vice President-Sales, he joined the Company in
1984 and was appointed Divisional Vice-President in 1986.  He was employed by
Alleghany Pharmacal Corporation from 1982 to 1984, and by Hazel Bishop from
1977 to 1981.

     Drew Edell, the 42 year-old son of David Edell, is a graduate of Pratt
Institute, where he received a Bachelor's degree in Industrial Design.  He
joined the Company in 1983, and in 1985 he was appointed Vice President-Product
Development and Production.

     John Bingman, age 48, received a Bachelor of Science degree from Farleigh
Dickenson University in 1973.  He is a certified public accountant who prac-
ticed with the New Jersey accounting firm of Zarrow, Zarrow & Klein from 1976
to 1986.

     Jack Polak, age 87, has been a private investment consultant since April
1982, and holds a tax consultant certification in The Netherlands.  From 1977
until 1995, he was a director of Petrominerals Corporation, a public company
engaged in oil and gas production, located in Tustin, California.  From August
1993 until February 1995, he was a director of Convergent Solutions, Inc.  From
February 1995 (upon a merger involving Convergent Solutions) until December
1999, he was a director and member of the Audit and Compensation Committee of
K.T.I. Industries, Inc. a public company based in Guttenberg, NJ and engaged
in the waste - to - energy business.

     Stanley Kreitman, age 68, has been Vice Chairman of the Board of Manhattan
Associates, an equity - investment firm, since 1994.  He is also a director of
Medallion Financial Corp., an SBIC.  Mr. Kreitman has been Chairman of the
Board of Trustees of the New York Institute of Technology since 1989, and of
Crime-Stoppers Nassau County (NY), since 1994.  Since February 1999 and June
1999, respectively, he has been a member of the Board of Directors of K.S.W.
Corp. and P.M.C.C. Mortgage Corp.  He is also a director and/or executive
committee member of the following organizations: The New York City Board of
Corrections, The New York City Police Foundation, St. Barnabas Hospital, The
New York College of Osteopathic Medicine, and the Police Athletic League.  From
1975 until 1993, he was President of United States Banknote Corporation, a
securities printer.

     Sidney Dworkin, age 79, has been a director since 1985.  He was one of the
founders, and, was the President and Chairman of the Board of Revco D.S., Inc.,
from 1966 until 1987, when it one of the largest drug store chains in the
United States.  Mr. Dworkin is a certified public accountant and a graduate
of Wayne State University.  He is also a director of Northern Technologies
International, Inc., Crager Industries, Inc. and Viragen Inc., and is Chairman
of Comtrex Systems, Inc., MarbleEdge Group, Inc., Nova Pet, Inc. and Paragon
Mortgage, Inc.  He was a director of Neutrogena Corp. until its acquisition by
Johnson & Johnson, and is a former Chairman of the National Association of
Chain Drug Stores.
                                      -16-
<PAGE>

     Rami G. Abada, age 40, is the President and Chief Operating Officer of the
publicly-owned Jennifer Convertibles, Inc.  He has been its Chief Operating
Officer since April of 1994.  From 1982 to 1994, he was a Vice President of
Operations in the Jennifer Convertibles organization.  Mr. Abada, who is Ira
Berman's son-in-law, earned a B.B.A. in 1981 upon his graduation from Bernard
Baruch College of The City University of New York.

Item 11. EXECUTIVE COMPENSATION


     i. Summary Compensation Table

     The following table summarizes compensation earned in the 1999, 1998 and
1997 fiscal years by all of the executive officers whose fiscal 1999
compensation exceeded $100,000, including the Chief Executive Officer
(the "Named Officers").


               Annual Compensation           Long-Term Compensation

                                                      Number
                                           All       of Shares
                                          Other       Covered
Name and                                  Annual     by Stock        Other
Principal                                 Compen-     Options       Long-Term
Position         Year  Salary    Bonus    sation(1)  Granted(2)   Compensation

David Edell,     1999 $401,468   111,546   17,088       -              0
President        1998  378,743   151,604   19,429       -              0
and Chief        1997  357,305   171,254   24,812    100,000           0
Executive
Officer

Ira W. Berman,   1999 $401,468(3)111,546  16,666        -              0
Secretary        1998  378,743(3)151,604  16,403        -              0
and Executive    1997  357,305(3)171,254  22,345     100,000           0
Vice President

Dunnan Edell,    1999 $200,000      -      7,614        -              0
Executive        1998  200,000      -      9,787        -              0
Vice President   1997  200,000    25,000  14,898      50,000           0
-  Sales
                                          -17-
<PAGE>


Drew Edell,      1999 $150,000    12,000   1,468        -              0
Vice Presi-      1998  150,000      -      2,508        -              0
dent-Manu-       1997  131,800    15,000   2,283      50,000           0
facturing

-------------------------

(1) Includes the personal-use value of Company-leased automobiles, the value
of Company-provided life insurance, and health insurance that is made available
to all employees, plus directors fees paid to Messrs. David Edell, Ira Berman
and Dunnan Edell.

(2) Information in respect of stock option plans appears below in the sub-
topic, Employment

(3) Includes $99,396 paid to Ira W. Berman & Associates, P.C.


     ii. 1999 Option Grants, Fiscal Year Option Exercises,
         Year-End Option Valuation, Option Repricing

     No new options were issued to any of the Named Officers in fiscal 1999.

     The next table identifies 1999 fiscal-year option exercises by Named
Officers, and reports a valuation of their options.


                         Fiscal 1999 Aggregated Option Exercises
                           and November 30, 1999 Option Values


            Number of             Number of Shares
            Shares                 Covered by Un-       Value of Unexercised
            Acquired     Value    exercised Options    In-the-Money Options
           On Exercise  Realized  at November 30, 1999  at November 30, 1999(1)

David Edell     60,000    96,125         457,500               278,592
Ira W. Berman   40,000    65,000         502,000               317,542

---------------------

(1) Represents the difference between market price and the respective exercise
 prices of options at November 30, 1999.
                                           -18-
<PAGE>
                                      Repriced Options

     The following table identifies the stock options held by the Named
Officers and all other officers and directors, the exercise prices of
which have been reduced during the past 10 years.

                                     Original
                         Number       Grant    Original        Date     New
                        of Shares     Date       Price       Repriced  Price

David Edell             100,000    Aug. 1, 1997  $2.50    Nov. 3, 1998  1.50
Ira W. Berman           100,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Dunnan Edell             50,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Drew Edell               50,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Stanley Kreitman         25,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Jack Polak               25,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Sidney Dworkin           25,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50
Rami Abada               25,000    Aug. 1, 1997   2.50    Nov. 3, 1998  1.50

-------------------

(1) The full Board of Directors authorized the repricing in consequence of a
declining market valuation, inconsistent with the Company's realizable value.
The market price of the Common Stock at the date of repricing was $1.50; and,
at that date, the original option terms (10 years from August 1, 1997) had
approximately 8 years and 10 months to run.  When the options were originally
issued, on August 1, 1997, the market price of the Company's Common Stock was
$2.50.

      iii.  Compensation of Directors

     Each director was paid $2,000 per meeting for attendance of board meetings
in fiscal 1999 (without additional compensation for committee meetings).  No
options were granted to any director.  (Options issued to each of them in
fiscal 1997 were re-priced in 1998.  The number of re-priced options, old and
new prices, issuance dates and at-issuance market prices in respect thereof are
reported above.)

     The full Board of Directors met four times in 1999.

       iv.  Executive Compensation Principles;
            Audit and Compensation Committee

     The Company's Executive Compensation Program is based on guiding prin-
ciples designed to align executive compensation with Company values and ob-
jectives, business strategy, management initiatives, and financial performance.
                                      -19-
<PAGE>

In applying these principles the Audit and Compensation Committee of the Board
of Directors, comprised of David Edell, Ira W. Berman, Stanley Kreitman, Jack
Polak and Rami Abada, which met three times in 1999, has established a program
to:


     Reward executives for long-term strategic management and the enhancement
     of shareholder value.

     Integrate compensation programs with both the Company's annual and long
     -term strategic planning.

     Support a performance-oriented environment that rewards performance not
     only with respect to Company goals but also Company performance as com-
     pared to industry performance levels.


     v. Employment Contracts/Compensation Program

     The total compensation program consists of both cash and equity based
compensation.  The Audit and Compensation Committee (the "Committee")
determines the level of salary and bonuses, if any, for key executive officers
other than Messrs. David Edell and Ira Berman (whose compensation rights are
provided by contract).  The Committee determines the salary or salary range
based upon competitive norms.  Actual salary changes are based upon per-
formance, and bonuses were awarded by the Committee in consideration of the
Company's performance during 1999.

     On March 17, 1994, the Board of Directors approved 10-year employment
contracts for David Edell and Ira Berman (with Mr. Edell and Mr. Berman ab-
staining).  Pursuant thereto, each is entitled to a base salary of $300,000,
plus a CPI or 6% increment each year ("base salary"), and an additional sum
measured as 2.5% of the Company's pre-tax income, less depreciation and
amortization, plus 20% of the base salary.

     In February of 1999, the additional sum measurement in the David Edell
and Ira Berman employment contracts was amended to provide as follows: 2.5% of
the Company's earnings before income taxes, depreciation, amortization, and
all expenditures for media and cooperative advertising and promotion in excess
of $8,000,000, plus 20% of the base salary.

     Long-term incentives are provided through the issuance of stock options.

     vi. Stock Option Plans

     The Company's 1994 Stock Option Plan covers 1,000,000 shares of its Common
Stock.

     (The 1984 Stock Option Plan covered 1,500,000 shares of its Common Stock,
and the 1986 Stock Option Plan covered 1,500,000 shares of its Common Stock.)
                                       -20-
<PAGE>

     The 1994 Option Plan provides (as had the 1984 and 1986 plans) for the
granting of two (2) types of options: "Incentive Stock Options" and "Nonquali-
fied Stock Options".  The Incentive Stock Options (but not the Nonqualified
Stock Options) are intended to qualify as "Incentive Stock Options" as defined
in Section 422(a) of The Internal Revenue Code.  The Plans are not qualified
under Section 401(a) of the Code, nor subject to the provisions of the Employee
Retirement Income Security Act of 1974.

     Options may be granted under the Options Plans to employees (including
officers and directors who are also employees) and consultants of the Company,
provided, however, that Incentive Stock Options may not be granted to any
non-employee director or consultant.

     Option plans are administered and interpreted by the Board of Directors.
(Where issuance to a Board member is under consideration, that member must ab-
stain.)  The Board has the power, subject to plan provisions, to determine the
persons to whom and the dates on which options will be granted, the number of
shares subject to each option, the time or times during the term of each when
options may be exercised, and other terms.  The Board has the power to delegate
administration to a Committee of not less than two (2) Board members, each of
whom must be disinterested within the meaning of Rule 16b-3 under the
Securities Exchange Act, and ineligible to participate in the option plan or
in any other stock purchase, option or appreciation right under plan of the
Company or any affiliate.  Members of the Board receive no compensation for
their services in connection with the administration of option plans.

     Option Plans permit the exercise of options for cash, other property
acceptable to the Board or pursuant to a deferred payment arrangement.  The
1994 Plan specifically authorizes that payment may be made for stock issuable
upon exercise by tender of Common Stock of the Company; and the Executive
Committee is authorized to make loans to option exercisers to finance optionee
tax-consequences in respect of option exercise, but such loans must be
personally guaranteed and secured by the issued stock.

     The maximum term of each option is ten (10) years.  No option granted is
transferable by the optionee other than upon death.

     Under the plans, options will terminate three (3) months after the
optionee ceases to be employed by the Company or a parent or subsidiary of the
Company unless (i) the termination of employment is due to such person's
permanent and total disability, in which case the option may, but need not,
provide that it may be exercised at any time within one (1) year of such termi-
nation (to the extent the option was vested at the time of such termination);
or (ii) the optionee dies while employed by the Company or a parent or subsi-
diary of the Company or within three (3) months after termination of such
employment, in which case the option may, but need not provide that it may be
exercised (to the extent the option was vested at the time of the optionee's
death) within eighteen (18) months of the optionee's death by the person or
persons to whom the rights under such option pass by will or by the
laws of descent or distribution; or (iii) the option by its terms specifically
provides otherwise.

     The exercise price of all nonqualified stock options must be at least
equal to 85% of the fair market value of the underlying stock on the date of
grant.  The exercise price of all Incentive Stock Options must be at least
                                      -21-
<PAGE>

equal to the fair market value of the underlying stock on the date of grant.
The aggregate fair market value of stock of the Company  (determined at the
date of the option grant)for which any employee may be granted Incentive Stock
Options in any calendar year may not exceed $100,000, plus certain carryover
allowances.  The exercise price of an Incentive Stock Option granted to any
participant who owns stock possessing more than ten (10%) of the voting rights
of the Company's outstanding capital stock must be at least 110% of the fair
market value on the date of grant and the maximum term may not exceed five
(5) years.

     Consequences to the Company: There are no federal income tax consequences
to the Company by reason of the grant or exercise of an Incentive Stock Option.

     As at November 30, 1999, 1,184,500 stock options, yet exercisable, to pur-
chase 1,184,500 shares of the Company's Common Stock, were outstanding.

     vii. Performance Graph

     Set forth below is a line graph comparing cumulative total shareholder
return on the Company's Common Stock, with the cumulative total return of
companies in the NASDAQ Stock Market (U.S.) and the cumulative total return of
Dow Jones's Cosmetics/Personal Care Index.


                                         Cumulative Total Return*

                               11/94   11/95   11/96   11/97   11/98  11/99

CCA Industries, Inc.          100       38       62      63      37      37
DJ Equity Market              100      138      176     226     278     335
DJ Cosmetics/Personal         100      135      181     220     230     201
 Care

---------------------
* $100 invested on November 30, 1994 in stock and indices, including
reinvestment of dividends.
                                                 -22-
<PAGE>

Item 12. SECURITY OWNERSHIP OF CERTAIN
         BENEFICIAL OWNERS AND MANAGEMENT


     The following table sets forth certain information regarding the ownership
of the Company's Common Stock and/or Class A Common Stock as of February 8,
2000 by (i) all those known by the Company to be owners of more than five
percent of the outstanding shares of Common Stock or Class A Common Stock;
(ii) each officer and director; and (iii) all officers and directors as a
group.  Unless otherwise indicated, each of the shareholders has sole voting
and investment power with respect to the shares owned (subject to community
property laws, where applicable), and is beneficial owner of them.


                                                Ownership, As A
                                                 Percentage of
                        Number of                  All Shares
Name and Address      Shares Owned:               Outstanding

                          Common
                          Stock    Class A

David Edell              279,535   484,615             10.55
c/o CCA Industries, Inc.
200 Murray Hill Parkway
East Rutherford, NJ 07073

Ira W. Berman            234,595   473,615              9.77
c/o CCA Industries, Inc.

Jack Polak                25,000    47,700              1.00
90 Park Avenue
New York, NY 10016

Rami G. Abada              -           -                 -
c/o CCA Industries, Inc.

Stanley Kreitman           -           -                 -
c/o CCA Industries, Inc.

Dunnan Edell              41,250       -                 .57
c/o CCA Industries, Inc.

Drew Edell                51,250       -                 .71
c/o CCA Industries, Inc.

                                      -23-
<PAGE>


Sidney Dworkin            50,000       -                 .69
1550 No. Powerline Road
Pompano, FL 33069

John Bingman                -          -                 -
c/o CCA Industries, Inc.

Officers and Directors   681,630   1,005,930           21.59
as a group (9 persons)


_______________________

(1) David Edell, Ira Berman and Jack Polak own over 98% of the outstanding
shares of Class A Common Stock.  Messrs. David Edell, Dunnan Edell and Ira
Berman are officers and directors.  Messrs. Bingman and Drew Edell are
officers.  Messrs. Abada, Kreitman, Polak, and Dworkin are directors.



Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS


     As at November 30, 1999, Company loans to Drew Edell (an officer) and
Dunnan Edell (a director and officer), in the principal sums of $34,483 and
$23,438, respectively, were outstanding.  The loans, secured by second
mortgages upon real properties, carry interest at 1% over prime, payable
semi-annually.


                                      -24-
<PAGE>
                              PART IV


Item 14. EXHIBITS, FINANCIAL STATEMENTS,
         SCHEDULES AND REPORTS ON FORM 8-K

     Financial Statements:

     Table of Contents, Independent Auditors' Report, Consolidated Balance
Sheets as of November 30, 1999 and 1998, Consolidated Statements of Income for
the years ended November 30, 1999, 1998 and 1997, Consolidated Statements of
Shareholders' Equity for the years ended  November 30, 1999, 1998 and 1997,
Consolidated Statements of Cash Flows for the years ended November 30, 1999,
1998 and 1997, Notes to Consolidated Financial Statements.

     Financial Statement Schedules:

     Schedule II:  Valuation Accounts; Years Ended Nov. 30, 1999, 1998 and 1997

     Exhibits:

(3)  The Company's Articles of Incorporation and Amendments thereof, and its
     By-Laws, are incorporated by reference to their filing with the Form 10-K
     A filed April 5, 1995.  (Exhibit pages 000001-23).

(10) The Following Material Contracts are incorporated by reference to their
     filing with the Form 10-KA filed April 5, 1995: Amended and Restated
     Employment Agreements of 1994, with David Edell and Ira Berman; License
     Agreement made February 12, 1986 with Alleghany Pharmacal Corporation.

     The February 1999 Amendments to the Amended and Restated Employment
     Agreements of David Edell and Ira Berman (1994) are incorporated by
     reference to their with the 1998 10-K. (Exhibit pages 00001-00002)

(11) Statement re Per Share Earnings

     No Form 8-K was filed during the 1999 fiscal year.



     Shareholders may obtain a copy of any exhibit not filed herewith by
     writing to CCA Industries, Inc., 200 Murray Hill Parkway, East Rutherford,
     New Jersey 07073.

                                          -25-
<PAGE>


                             SIGNATURES

     Pursuant to the requirements of Section 13 or 15(A) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Annual Report to be
signed on its behalf by the undersigned thereunto duly authorized.

                           CCA INDUSTRIES, INC.


                    By:   s/    David Edell
                              DAVID EDELL, President




     Pursuant to the requirements of the Securities Exchange Act of 1934,
this Annual Report has been signed below by the following persons in the
capacities and on the dates indicated.

     Signature                   Title                          Date

s/ David Edell          President, Director,
   DAVID EDELL          Chief Executive Officer,
                        and Chief Financial
                        Officer                          February   , 2000

s/ Ira W. Berman        Chairman of the Board
   IRA W. BERMAN        of Directors, Executive
                        Vice President,
                        Secretary                        February   , 2000

s/ Dunnan Edell         Vice President,                  February   , 2000
   DUNNAN EDELL         Director

s/ Stanley Kreitman     Director                         February   , 2000
   STANLEY KREITMAN

s/ Rami Abada           Director                         February   , 2000
   RAMI ABADA

s/ Jack Polak           Director                         February   , 2000
   JACK POLAK

s/ Sidney Dworkin       Director                         February   , 2000
   SIDNEY DWORKIN

                                   -26-
<PAGE>









              CCA INDUSTRIES, INC. AND SUBSIDIARIES


                CONSOLIDATED FINANCIAL STATEMENTS


                    NOVEMBER 30, 1999 AND 1998

<PAGE>



                           C O N T E N T S



INDEPENDENT AUDITORS' REPORT ON FINANCIAL STATEMENTS . . . . . . . . . .1

FINANCIAL STATEMENTS:

 CONSOLIDATED BALANCE SHEETS . . . . . . . . . . . . . . . . . . . . .2-3

 CONSOLIDATED STATEMENTS OF INCOME (LOSS). . . . . . . . . . . . . . . .4

  CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME. . . . . . . . . . . .5

 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY . . . . . . . . . . . .6

 CONSOLIDATED STATEMENTS OF CASH FLOWS . . . . . . . . . . . . . . . .7-8

 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS. . . . . . . . . . . . . 9-30




<PAGE>

                   INDEPENDENT AUDITORS' REPORT

Board of Directors
CCA Industries, Inc.
East Rutherford, New Jersey

We have audited the consolidated balance sheets of CCA Industries, Inc.
and Subsidiaries as of November 30, 1999 and 1998, and the related consoli-
dated statements of income (loss), comprehensive income, shareholders'
equity and cash flows for each of the three  years in the period ended
November 30, 1999.  These consolidated financial statements are the
responsibility of management.  Our responsibility is to express an opinion
on these consolidated financial statements and related schedules based on
our audits.

We conducted our audits in accordance with generally accepted auditing
standards.  Those standards require that we plan and perform the audit to
obtain a reasonable assurance about whether the financial statements are free
of material misstatement.  An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements and
related schedules.  An audit also includes assessing the accounting principles
used and significant estimates made by management, as well as evaluating the
overall financial statement presentation.  We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above
present fairly, in all material respects, the consolidated financial position
of CCA Industries, Inc. and Subsidiaries as of November 30, 1999 and 1998, and
the consolidated results of their operations and their cash flows for each of
the three years in the period ended November 30, 1999, in conformity with
generally accepted accounting principles.

Our audits were made for the purpose of forming an opinion on the basic
consolidated financial statements taken as a whole.  The supplemental schedules
listed in the index to Item 14 are presented for purposes of complying with the
Securities and Exchange Commission's rules and are not part of the basic
consolidated financial statements.  The supplemental schedules have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion,  present fairly, in all material
respects, in relation to the basic consolidated financial statements.




                              SHEFT KAHN & COMPANY LLP
                              CERTIFIED PUBLIC ACCOUNTANTS

February 11, 2000
Jericho, New York
                               -1-
<PAGE>
<TABLE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

                   CONSOLIDATED BALANCE SHEETS

                           A S S E T S
<CAPTION>
                                                         November 30,
                                                     1999         1998

<S>                                            <C>           <C>
Current Assets
  Cash and cash equivalents                    $     807,360 $    542,289
  Short-term investments and marketable
    securities (Notes 2 and 6)                     1,490,469    1,633,452
  Accounts receivable, net of allowances of
    $1,183,576 and $1,318,185, respectively
    (Note 7)                                       7,371,532    7,878,000
  Inventories (Notes 2, 3 and 7)                   6,235,270    8,372,292
  Prepaid expenses and sundry receivables            822,816      317,118
  Prepaid income taxes and refunds due               714,835       72,513
  Deferred income taxes (Note 8)                   1,178,513      974,922
  Net assets from discontinued operations            -            752,729

   Total Current Assets                           18,620,795   20,543,315

Property and Equipment, net of accumulated
  depreciation and amortization
   (Notes 2 and 4)                                   739,728      866,663

Intangible Assets, net of accumulated
  amortization (Notes 2 and 5)                       169,756      180,310

Other Assets
  Marketable securities (Notes 2 and 6)            1,809,770    2,172,253
  Due from officers - Non-current (Note 14)           57,918       65,250
  Deferred income taxes (Note 8)                      42,031      127,256
  Other                                               54,989       54,889

   Total Other Assets                              1,964,708    2,419,648

   Total Assets                                  $21,494,987  $24,009,936

</TABLE>


See Notes to Consolidated Financial Statements.


                               -2-
<PAGE>
<TABLE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

                   CONSOLIDATED BALANCE SHEETS


               LIABILITIES AND SHAREHOLDERS' EQUITY

<CAPTION>
                                                       November 30,
                                                   1999          1998
<S>                                          <C>            <C>
Current Liabilities
  Notes payable (Note 7)                     $  1,400,000   $  1,550,000
  Accounts payable and accrued
   liabilities (Note 10)                        4,928,905      6,259,967
  Income taxes payable (Note 8)                -                 600,720

   Total Current Liabilities                    6,328,905      8,410,687

Commitments and Contingencies
  (Note 12)

Shareholders' Equity
  Common stock, $.01 par; authorized
   15,000,000 shares; issued and
   outstanding 6,321,151 and 6,246,151
   shares, respectively                            63,212         62,462
  Class A common stock, $.01 par; authorized
   5,000,000 shares; issued and outstanding
     and 1,020,930 shares, respectively            10,209         10,209
  Additional paid-in capital                    4,453,478      4,454,228
  Retained earnings                            10,955,203     11,246,302
  Accumulated other comprehensive income
   (Note 6)                                   (   150,854)  (     18,343)
                                               15,331,248     15,754,858
  Less: Treasury Stock (95,996 and
       89,519 shares at November 30,
        1999 and November 30, 1998,
         respectively)                            165,166        155,609

   Total Shareholders' Equity                  15,166,082     15,599,249

   Total Liabilities and Shareholders' Equity $21,494,987    $24,009,936

</TABLE>


See Notes to Consolidated Financial Statements.
                               -3-
<PAGE>
<TABLE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

             CONSOLIDATED STATEMENTS OF INCOME (LOSS)
<CAPTION>
                                          Years Ended November 30,
                                         1999        1998       1997
<S>                                <C>           <C>         <C>
Revenues
  Sales of health and beauty
     aid products, net             $36,926,287   $37,402,678 $37,708,922
  Other income                         285,469       318,296     293,953

                                    37,211,756    37,720,974  38,002,875

Costs and Expenses
  Cost of sales                     13,910,401    14,251,884  14,460,364
  Selling, general and
     administrative expenses        12,302,919    11,621,706  11,146,894
  Advertising, cooperative and
      promotions                     8,910,758     8,432,765   8,450,461
  Research and development             581,340       562,708     684,224
  Provision for doubtful accounts      135,949       132,831 (    17,779)
  Interest expense                      -             -            5,888

                                    35,841,367    35,001,894  34,730,052
   Income before Provision
     for Income Taxes                1,370,389     2,719,080   3,272,823

Provision for Income Tax               518,806     1,112,676   1,241,329

   Net Income from
    Continuing Operations              851,583     1,606,404   2,031,494

Discontinued Operations:
  Income (loss) from operations of
   Fragrance Corp. of America
   (net of income taxes (benefit)
       of ($549,205) in 1999 and
   $51,524 in 1998)                 (  841,573)       61,570      -
  (Loss) on abandonment of
   intangibles (net of income
   taxes (benefit) of
   ($183,068) in 1999)              (  301,109)       -           -

(Loss) Income from Discontinued
  Operations                       ( 1,142,682)       61,570      -

   Net (Loss) Income               ($  291,099)  $ 1,667,974 $ 2,031,494

Weighted Average Shares
  Outstanding
   Basic                             7,174,203     7,243,956   7,205,904
   Diluted                           7,660,796     8,075,169   8,108,482

Earnings Per Common Share
  (Note 2):                    Basic  Diluted   Basic Diluted  Basic  Diluted
   Continuing Operations       $ .12   $ .11    $ .22   $ .20  $ .28    $ .25
   Discontinued Operations    ($ .12) ($ .12)   $ .01   $ .01  $ -      $   -
   (Loss) on Abandoned
     Intangibles              ($ .04) ($ .04)   $  -    $ -    $ -      $   -
   Net                        ($ .04) ($ .04)   $ .23   $ .21  $ .28    $ .25
</TABLE>
See Notes to Consolidated Financial Statements.
                               -4-
<PAGE>
<TABLE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

         CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

<CAPTION>
                                         Years Ended November 30,
                                    1999          1998         1997



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

Net (Loss) Income             ($     291,099)   $ 1,667,974  $ 2,031,494

Other Comprehensive Income
  Unrealized holding (loss)
  gain on investments         (       132,511)  (    15,606)       3,616

(Benefit) Provision for Taxes (        50,166)  (     6,559)       1,371

Other Comprehensive (Loss)
  Income - Net                (        82,345)  (     9,047)       2,245

Comprehensive (Loss)
  Income                      ($     373,444)    $1,658,927   $2,033,739

Earnings Per Share:
  Basic                                ($.05)          $.23         $.28
  Diluted                              ($.05)          $.20         $.25

</TABLE>










See Notes to Consolidated Financial Statements.

                               -5-
<PAGE>
<TABLE>
                           CCA INDUSTRIES, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

                   FOR THE YEARS ENDED NOVEMBER 30, 1999, 1998 AND 1997

<CAPTION>

                                                                                     Unrealized
                                                         Additional                Gain (Loss) on
                                        Common Stock      Paid-In      Retained      Marketable       Treasury
                                    Shares      Amount    Capital      Earnings      Securities         Stock
<S>                                <C>         <C>      <C>          <C>            <C>             <C>

Balance - December 1, 1996         7,167,551    $71,676 $4,455,223   $7,546,834     ($   6,353)     ($    12,500)

Issuance of common stock              46,000        460 (      460)        -              -                 -

Net income for the year               -             -         -       2,031,494           -                 -

Unrealized gain on marketable
 securities                           -             -         -            -             3,616              -

Purchase of 2,500 shares of
 treasury stock                       -             -         -            -              -          (     5,469)

Balance - December 1, 1997         7,213,551     72,136  4,454,763    9,578,328      (   2,737)      (    17,969)

Issuance of common stock              53,530        535 (      535)        -              -                 -

Net income for the year              -              -         -       1,667,974           -                 -

Unrealized (loss) on marketable
 securities                          -              -         -            -         (  15,606)             -

Purchase of 82,019 shares of
 treasury stock                      -              -         -            -              -          (   137,640)

Balance - December 1, 1998         7,267,081     72,671   4,454,228  11,246,302      (  18,343)      (   155,609)

Issuance of common stock              75,000        750  (      750)       -              -                 -

Net (loss) for the year              -             -          -      (  291,099)          -                 -

Unrealized (loss) on marketable
 securities                          -             -          -            -         ( 132,511)             -

Purchase of 6,477 shares of
 treasury stock                      -             -          -            -              -          (     9,557)

Balance - November 30, 1999        7,342,081    $73,421  $4,453,478 $10,955,203      ($150,854)      ($  165,166)
</TABLE>

See Notes to Consolidated Financial Statements.
                                            -6-
<PAGE>
<TABLE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

              CONSOLIDATED STATEMENTS OF CASH FLOWS

                 FOR THE YEARS ENDED NOVEMBER 30,
<CAPTION>

                                            1999        1998        1997
<S>                                   <C>          <C>          <C>
Cash Flows from Operating Activities:
  Net (loss) income                   ($   291,099)  $1,667,974  $2,031,494
  Adjustments to reconcile net
    income to net cash provided by
    (used in) operating activities:
   Depreciation and amortization           344,198      342,131     376,381
   Amortization of bond discount             1,884        1,884       1,948
   (Gain) loss on sale of securities  (     10,914)       7,635      -
   (Increase) decrease in deferred
     income taxes                     (    118,366) (   291,878)     71,932
   Loss on abandonment of intangibles      418,612      -             1,009
   Decrease (increase) decrease in
     accounts receivable                   506,468  ( 3,946,727)     86,227
   Decrease (increase) in inventory      2,137,022  ( 3,044,784) (  138,930)
   (Increase) decrease in prepaid
     expenses and sundry receivables  (    505,698) (   141,278)    355,399
   (Increase) in prepaid income taxes
     and refunds due                  (    642,322)     -            -
   (Decrease) increase in accounts
     payable and accrued liabilities   ( 1,331,062)   1,206,302     258,800
   (Decrease) increase in income taxes
     payable                          (    600,720)     514,616     148,150
   (Increase) decrease in miscellaneous
     assets                           (        100)  (    2,277)      1,605
   Decrease in net assets from
     discontinued operations               752,729       -            -

Net Cash Provided by (Used in)
  Operating Activities                     660,632   (3,686,402)  3,194,015

Cash Flows from Investing Activities:
  Acquisition of property and
   equipment                          (    157,047)(    699,349) (  168,520)
  Proceeds from sale of property            -           -            40,960
  Acquisition of intangible assets    (    468,274)(    105,652) (   20,448)
  Purchase of available for sale
   securities                         (  1,744,204)(  2,298,993) (3,269,674)
  Proceeds from sale of available for
   sales securities                      2,126,189    2,268,851   2,657,227
  Proceeds of money due from
   officers                                  7,332        1,500       2,400
  Loan to officers                          -            -       (   40,000)

   Net Cash (Used in) Provided by
     Investing Activities             (    236,004) (   833,643) (  798,055)

Cash Flows from Financing Activities:
  Proceeds from borrowings               4,050,000    1,950,000     -
  Payment on debt                      ( 4,200,000) (   400,000) (  163,500)
  Purchase of treasury stock          (      9,557) (   137,640) (    5,469)
  Proceeds from issuance of stock           -               200     -

   Net Cash (Used in) Provided by
     Financing Activities             (    159,557)   1,412,560  (  168,969)

Net Increase (Decrease) In Cash            265,071  ( 3,107,485)  2,226,991

Cash at Beginning of Year                  542,289    3,649,774   1,422,783

Cash at End of Year                     $  807,360  $   542,289  $3,649,774
</TABLE>

See Notes to Consolidated Financial Statements
                                 -7-
<PAGE>
<TABLE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

               CONSOLIDATED STATEMENTS OF CASH FLOWS

                 FOR THE YEARS ENDED NOVEMBER 30,
<CAPTION>



                                            1999       1998         1997
<S>                                    <C>         <C>          <C>

Supplemental Disclosures of Cash
Flow Information:
  Cash paid during the year for:
   Interest                             $  119,664 $     14,589 $     7,025
   Income taxes                          1,152,883    1,013,975   1,052,850

</TABLE>






















See Notes to Consolidated Financial Statements.


                                 -8-
<PAGE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS

 CCA Industries, Inc. ("CCA") was incorporated in the State of Delaware
 on March 25, 1983.

 CCA manufactures and distributes health and beauty aid products.

 CCA has several wholly-owned subsidiaries (CCA Cosmetics, Inc., CCA
 Labs, Inc., Berdell, Inc., Nutra Care Corporation, and CCA Online
 Industries, Inc.), all of which are currently inactive.

 In March of 1998 CCA acquired 80% of the newly organized Fragrance
 Corporation of America, Ltd. which manufactures and distributes perfume
 products.  In 1999, the Company adopted a formal plan to discontinue the
 operations of the subsidiary.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

 Principles of Consolidation:

 The consolidated financial statements include the accounts of CCA and
 its majority-owned subsidiaries (collectively the "Company").  The
 minority interest in consolidated subsidiaries is reflected in the
 financial statements.  All significant inter-company accounts and
 transactions have been eliminated.

 Use of Estimates:

 The consolidated financial statements include the use of estimates,
 which management believes are reasonable.  The process of preparing
 financial statements in conformity with generally accepted accounting
 principles requires the use of estimates and assumptions regarding
 certain types of assets, liabilities, revenues, and expenses.  Such
 estimates primarily relate to unsettled transactions and events as of
 the date of the financial statements.  Accordingly, upon settlement,
 actual results may differ from estimated amounts.

 Short-Term Investments and Marketable Securities:

 Short-term investments and marketable securities consist of corporate
 and government bonds and equity securities.  The Company has classified
 its investments as Available-for-Sale securities.  Accordingly, such
 investments are reported at fair market value, with the resultant
 unrealized gains and losses reported as a separate component of
 shareholders' equity.

 Statements of Cash Flows Disclosure:

 For purposes of the statement of cash flows, the Company considers all
 highly liquid instruments purchased with an original maturity of less
 than three months to be cash equivalents.

 During fiscal 1997,1998 and 1999, two officers/shareholders exercised in
 the aggregate 60,000, 70,000 and 100,000  options, respectively, in
 exchange for previously issued common stock of 14,000, 16,470 and
 25,000, respectively.  The common shares were put into treasury and were
 subsequently cancelled.

                                 -9-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

 Inventories:

 Inventories are stated at the lower of cost (first-in, first-out) or
 market.

 Product returns are recorded in inventory when they are received at the
 lower of their original cost or market, as appropriate.  Obsolete
 inventory is written off and its value is removed from inventory at the
 time its obsolescence is determined.

 Property and Equipment and Depreciation and Amortization

 Property and equipment are stated at cost.  The Company charges to
 expense repairs and maintenance items, while major improvements and
 betterments are capitalized.  When the Company sells or otherwise
 disposes of property and equipment items, the cost and related
 accumulated depreciation are removed from the respective accounts and
 any gain or loss is included in earnings.

   Depreciation and amortization are provided on the straight-line method
   over the following estimated useful lives or lease terms of the assets:

   Machinery and equipment            7-10 Years
   Furniture and fixtures              5-7 Years
   Tools, dies and masters             2-7 Years
   Transportation equipment              7 Years
   Leasehold improvements             7-10 Years or life
                                      of lease, whichever is
                                      shorter
   Intangible Assets:

   Intangible assets are stated at cost.  Patents and trademarks are
   amortized on the straight-line method over a period of 17 years.
   Goodwill represents the excess of the cost over the fair value of the
   net assets acquired and is amortized over 60 months.

   Financial Instruments:

   The carrying value of assets and liabilities considered financial
   instruments approximate their respective fair value.

   Income Taxes:

   Income tax expense includes federal and state taxes currently payable
   and deferred taxes arising from temporary differences between income for
   financial reporting and income tax purposes.

   Tax Credits:

   Tax credits, when present, are accounted for using the flow-through
   method as a reduction of income taxes in the years utilized.



                                -10-
<PAGE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

   Earnings Per Common Share:

   The Company adopted Statement of Financial Accounting Standards ("SFAS")
   No. 128, "Earnings Per Share" in 1998.  Basic earnings per share is
   calculated using the average number of shares of common stock
   outstanding during the year.  Diluted earnings per share is computed on
   the basis of the average number of common shares outstanding plus the
   effect of outstanding stock options using the "treasury stock method"
   and convertible debentures using the "if-converted" method.  Common
   stock equivalents consist of stock options.

   Recently Issued Accounting Standards:


   In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
   Instruments and Hedging Activities".  SFAS No. 133 establishes
   accounting and reporting standards for derivative instruments, including
   certain derivative instruments embedded in other contracts and for
   hedging activities. The statement requires that an entity recognize all
   derivatives as either assets or liabilities in the statement of
   financial position and measure those instruments at fair value.  SFAS
   No. 133 is effective for the Company in 1999.  Implementation of SFAS
   No. 133 is required for the Company by the first quarter of 2000.

   Revenue Recognition:

   The Company recognizes sales at the time delivery occurs.  Although no
   legal right of return exists between the customer and the Company, it
   is an industry-wide practice to accept returns from customers.  The
   Company, therefore, records a reserve for returns equal to its gross
   profit on its historical percentage of returns on its last five months
   sales.

   Reclassifications

   Certain prior year amounts have been reclassified to conform to the 1999
   presentation.

   Advertising Costs:

   The Company's policy for fiscal financial reporting is to charge
   advertising cost to operations as incurred.

                                -11-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 3 - INVENTORIES

   At November 30, 1999 and 1998, inventories consist of the following:

                                       1999          1998

   Raw materials                    $3,509,103    $5,265,248
   Finished goods                    2,726,167     3,107,044
                                    $6,235,270    $8,372,292

   At November 30, 1999 and 1998, the Company had a reserve for obsolete
   inventory of $1,056,789 and $748,866, respectively.

NOTE 4 - PROPERTY AND EQUIPMENT

   At November 30, 1999 and 1998, property and equipment consisted of the
   following:
                                       1999                     1998

   Machinery and equipment         $   299,528              $   297,615
   Furniture and equipment             742,547                  721,296
   Transportation equipment             10,918                   10,918
   Tools, dies, and masters          1,914,684                1,819,974
   Leasehold improvements              147,647                  108,474
                                     3,115,324                2,958,277
   Less:  Accumulated depreciation
            and amortization         2,375,596                2,091,614


   Property and Equipment - Net    $   739,728              $   866,663


   Depreciation and amortization expense for the years ended November 30,
   1999, 1998 and 1997 amounted to $283,982, $318,715 and $364,536,
   respectively.

NOTE 5 - INTANGIBLE ASSETS

   Intangible assets consist of the following at November 30, 1999 and
   1998:

                                                     1999            1998

   Patents and trademarks                          $241,596        $241,596
   Less: Accumulated amortization                    71,840          61,286
   Intangible Assets - Net                         $169,756        $180,310

   Amortization expense for the years ended November 30, 1999, 1998 and
   1997 amounted to $60,216 ($49,662 from discontinued operations), $23,417
   ($10,087 from discontinued operations) and $11,845, respectively.



                                -12-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 6 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES

   Short-term investments and marketable securities, which consist of stock
   and various corporate and government obligations, are stated at market
   value.  The Company has classified its investments as Available-for-Sale
   securities and considers as current assets those investments which will
   mature or are likely to be sold in the next fiscal year. The remaining
   investments are considered non-current assets.  The cost and market
   values of the investments at November 30, 1999 and 1998 were as follows:

                                        1999                 1998
   Current:                        COST       MARKET     COST      MARKET

   Corporate obligations       $  745,044 $  748,894  $  780,776 $  786,233
   Government obligations
     (including mortgage
       backed securities)         743,777    741,575     841,067    847,219

       Total                    1,488,821  1,490,469   1,621,843  1,633,452

   Non-Current:
   Corporate obligations          536,000    532,891   1,030,044  1,038,450
   Government obli-
     gations                      399,534    390,517     298,600    298,931
   Preferred stock                612,561    571,535     512,561    511,500
   Other equity
     investments                  414,177    314,827     361,000    323,372

       Total                    1,962,272  1,809,770   2,202,205  2,172,253

       Total                   $3,451,093 $3,300,239  $3,824,048 $3,805,705

  The market value at November 30, 1999 was $3,300,239 as compared to
  $3,805,705 at November 30, 1998.  The gross unrealized gains and losses as
  at November 30, 1999 and 1998 were $7,779 and ($158,633) for 1999 and
  $25,844 and ($44,187) for 1998, respectively.  The cost and market values
  of the investments at November 30, 1999 were as follows:

                                -13-
<PAGE>
                             CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS




NOTE 6 -  SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED)
<CAPTION>


        COL. A                                        COL. B      COL. C         COL.D          COL.E
                                                                                            Amount at Which
                                                                                             Each Portfolio
                                                     Number of                   Market     Of Equity Security
                                                  Units-Principal               Value of     Issues and Each
                                                      Amount of                Each Issue    Other Security
 Name of Issuer and            Maturity Interest      Bonds and     Cost of    at Balance   Issue Is Carried in
 Title of Each Issue            Date      Rate        Notes       Each Issue   Sheet Date    Balance Sheet

 CORPORATE OBLIGATIONS:
<S>                           <C>       <C>         <C>         <C>            <C>          <C>
 GMAC                          2/22/00   5.450       $200,000    $   199,226   $  199,852    $   199,852
 GTE Southwest Deb            12/01/99   5.820%       100,000         99,851      100,000        100,000
 Florida Power & Light         4/01/00   5.375%       200,000        199,850      199,464        199,464
 Virginia Electric & Power     4/01/00   5.875%       250,000        246,117      249,578        249,578
 GMAC Smartnotes              10/15/01   5.950%       536,000        536,000      532,891        532,891

                                                                   1,281,044    1,281,785      1,281,785

</TABLE>




                                             -14-
<PAGE>
                             CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 6 -  SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED)

<CAPTION>


        COL. A                                        COL. B      COL. C         COL.D          COL.E
                                                                                            Amount at Which
                                                                                             Each Portfolio
                                                     Number of                   Market     Of Equity Security
                                                  Units-Principal               Value of     Issues and Each
                                                      Amount of                Each Issue    Other Security
 Name of Issuer and          Maturity Interest       Bonds and   Cost of       at Balance   Issue Is Carried in
 Title of Each Issue          Date      Rate           Notes     Each Issue   Sheet Date    Balance Sheet

 CORPORATE OBLIGATIONS:
<S>                         <C>         <C>         <C>        <C>           <C>          <C>

GOVERNMENT OBLIGATIONS:

FHLMC 1628-N                12/15/2023   6.500        50,000   $  32,498     $   31,334    $     31,334
FNMA 93-224-D               11/25/2023   6.500       104,000      91,182         85,168          85,168
FNMA 92-2-N                  1/25/2024   6.500        52,000      27,963         28,000          28,000
US Treasury Note              11/30/00   4.625       100,000     100,190         98,781          98,781
US Treasury Note               1/31/01   4.500       250,000     247,891        246,015         246,015
US Treasury Note               9/30/00   5.183       300,000     300,924        296,625         296,625
US Treasury Note               3/16/00   5.183       250,000     243,835        246,195         246,195
US Treasury Bill               12/2/99   4.875       100,000      98,828         99,974          99,974

                                                               1,143,311      1,132,092       1,132,092
</TABLE>
                                             -15-
<PAGE>
                             CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (CONTINUED)
<CAPTION>

     COL. A                                             COL. B     COL. C    COL. D        COL. E
                                                                                       Amount at Which
                                                                                        Each Portfolio
                                                                             Market   Of Equity Security
                                                                            Value of   Issues and Each
                                Next                                         Stock      Other Security
 Name of Issuer and             Call    Dividend      Number of   Cost of  at Balance Issue Is Carried in
 Title of Each Issue            Date     Rate           Shares     Stock   Sheet Date    Balance Sheet

EQUITY:

Preferred Stock:               <C>        <C>          <C>         <C>      <C>         <C>
<S>
 First Australia Prime Series I  Auct.    Variable     100,000     $100,000  $ 100,000   $  100,000

 Tennessee Valley Authority
    (QIDS) Qtrly Income Debt
    Secs - Matures 3/31/2045   3/31/00       8.00%      13,600      362,561    339,157      339,157

    Merrill Lynch Trust        9/30/08       7.28%       6,000      150,000    132,378      132,378

Other Equity Investments:

  Dreyfus Premier Limited
    Term High Income CL B                                           136,227    114,877      114,877

  Dreyfus High Yield
     Strategies Fund                                                277,950    199,950      199,950

                                                                  1,026,738    886,362      886,362

                                                                 $3,451,093 $3,300,239   $3,300,239
</TABLE>
                                     -16-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 6 - SHORT-TERM INVESTMENTS AND MARKETABLE SECURITIES (Continued)

  During the years ended November 30, 1999, 1998 and 1997,  available-for-
  sale securities were liquidated and proceeds amounting to $2,129,957,
  $2,268,851 and $2,657,227 were received, with resultant realized gains
  (losses) totaling $10,914, 7,635 and ($1,009), respectively.  Cost of
  available-for-sale securities includes unamortized premium or discount.

NOTE 7 - NOTES PAYABLE

  The Company has an available line of credit of $7,000,000.  Interest is
  calculated on the outstanding balance at prime minus 1% or Libor plus 150
  basis points.  The line of credit is collateralized by all the Company's
  assets.  As of November 30, 1999, the Company was utilizing $1,400,000
  of its available line.

NOTE 8 - INCOME TAXES

  CCA and its subsidiaries file a consolidated federal income tax return.
  No returns have been examined by the Internal Revenue Service.

  At November 30, 1999 and 1998, respectively, the Company has temporary
  differences arising from the following:

                                              November 30, 1999
                                                              Classified As
                                              Deferred      Short-     Long-
       Type                      Amount          Tax         Term      Term
                                                             Asset (Liability)

  Depreciation                $   105,625   $    42,031   $   -      $42,031
  Reserve for bad debts           327,920       128,802    128,802      -
  Reserve for returns             855,846       333,481    333,481      -
  Reserve for obsolete
    inventory                     972,537       387,001    387,001      -
  Section 263A costs              252,609       100,405    100,405      -
  Deferred tax benefit
    from discontinued
    operations                  1,167,883       105,109    105,109      -
  Charitable contributions        310,895       123,715    123,715      -

  Net deferred income
    tax                                      $1,220,544 $1,178,513    $42,031
                                -17-
<PAGE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 8 -  INCOME TAXES (Continued)

                                               November 30, 1998

                                                              Classified As
                                              Deferred      Short-     Long-
       Type                      Amount          Tax         Term      Term
                                                             Asset (Liability)

  Depreciation               $   318,619    $   127,256    $  -       $127,256
  Reserve for bad debts          273,982        109,429     109,429       -
  Reserve for returns          1,044,203        417,054     417,054       -
  Reserve for obsolete
    inventory                    836,805        334,220     334,220       -
  Section 263A costs             285,977        114,219     114,219       -

  Net deferred income
    tax                                      $1,102,178    $974,922   $127,256


   Income tax expense (benefit) is made up of the following components:

                                            November 30, 1999
                                                    State &
                                      Federal       Local         Total

   Current tax expense                $605,755      $181,809    $787,564
   Deferred tax expense             (  237,345)    (  31,413)  ( 268,758)
                                      $368,410      $150,396    $518,806






                                -18-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 8 - INCOME TAXES (Continued)

                                       November 30, 1998
                                            State &
                                 Federal     Local         Total

   Current tax expense        $1,100,101    $333,183    $1,433,284
   Tax credits                 (  28,730)      -        (   28,730)
   Deferred tax expense        ( 228,328)   ( 63,550)   (  291,878)

                              $  843,043    $269,633    $1,112,676

                                        November 30, 1997
                                             State &
                                 Federal      Local        Total

   Current tax expense          $967,319    $244,553    $1,211,872
   Tax credits                 (  42,475)       -      (    42,475)
   Deferred tax benefit           56,827      15,105        71,932

                                $981,671    $259,658    $1,241,329

        Income taxes payable are made up of the following components:

                                             State &
                                 Federal      Local        Total

   November 30, 1999            $     -     $   -        $     -

   November 30, 1998            $532,272    $68,448      $600,720







                                -19-
<PAGE>
                           CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                         NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 8 - INCOME TAXES (Continued)


 A reconciliation of income tax expense computed at the statutory rate to income tax expense at the
effective rate for each of the three years ended November 30, 1999 is as follows:
<CAPTION>

                                          1999                   1998                   1997
                                              Percent                  Percent               Percent
                                             Of Pretax               of Pretax             of Pretax
                                    Amount    Income        Amount     Income     Amount     Income
<S>                                <C>        <C>        <C>           <C>      <C>          <C>
 Income tax expense at
   statutory rate                  $465,932    34.00%    $   924,487    34.00%   $1,112,760   34.00%
 Increases (decreases) in taxes
   resulting from:
    State income taxes, net of federal
     income tax benefit              79,461     5.80         165,995     6.11       155,378    4.75
    Non-deductible expenses and
     other adjustments             ( 26,587)  ( 1.94 )        50,924     1.87        15,666     .48
    Utilization of tax credits         -         -       (    28,730)   (1.06 )  (   42,475) ( 1.30 )

 Income tax expense at
   effective rate                  $518,806    37.86%     $1,112,676    40.92%   $1,241,329   37.93%


</TABLE>
                                             -20-
<PAGE>
              CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9 -  STOCK OPTIONS

  On November 15, 1984, the Company authorized the granting of incentive
  stock options as well as non-qualified options.  The plan was amended in
  1986 and again in 1994.  The following summarizes the stock options
  outstanding under these plans as of November 30, 1999:

                               Number        Per Share
                                 Of           Option
         Date Granted          Shares          Price     Expiration

   December 1987               17,000           .50         2002
   January 1988               342,500           .55         2002
   January 1990               200,000           .63         2000
   June 1995                   50,000          4.50         2000
   August 1997                375,000         *1.50         2007
   March 1999**               200,000           .75         2004
                            1,184,500

   *These stock options were repriced from $2.50 on November 3, 1998.

   **These options were originally scheduled to expire March 1999 but were
    extended for an additional five years.

   The following summarizes the activity of shares under option for the two
   years ended November 30, 1999:

                                       Number        Per Share
                                        Of             Option
                                      Shares           Price       Value
   Balance - November 30,
      1997                             1,529,500   $.50 - $4.50   $1,908,250
     Granted                              -             -              -
     Repriced                             -             -        (   375,000)
     Exercised                       (    70,000)           .50  (    35,000)
     Expired                         (    75,000)           .50  (    37,500)
     Cancelled                       (   100,000)          1.50  (   150,000)
   Balance - November 30,
     1998                              1,284,500    .50 -  4.50    1,310,750
     Granted                             -              -              -
     Repriced                            -              -              -
     Exercised                       (   100,000)   .50 -  4.50  (    51,375)
     Expired                             -              -              -
     Cancelled                           -              -              -
   Balance - November 30,
     1999                              1,184,500   $.50 - $4.50   $1,259,375

   In 1998 and 1999, two shareholders/officers exercised 70,000 and 100,000
   stock options to purchase an equal number of shares of stock,
   respectively.  The exercise of the options were paid for by the return
   of 16,470 and 25,000 shares of the Company's stock, respectively.
                                -21-
<PAGE>

                             CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 9 - STOCK OPTIONS (Continued)

   Pro Forma Disclosure

   The Company has adopted the disclosure-only provisions of Statement of Financial Accounting Standards
   No. 123, "Accounting for Stock Based Compensation", issued in October 1995.  Accordingly, compensation
   cost has been recorded based on the intrinsic value of the option only.  The Company recognized no
   compensation cost in 1999 and 1998, respectively, for stock-based employee compensation awards.  The
   pro forma compensation cost for stock-based employee compensation awards was $1 million, $1.2 million,
   and $1.2 million in 1999, 1998 and 1997, respectively.  If the Company had elected to recognize
   compensation cost based on the fair value of the options granted at grant date as prescribed by SFAS
   No. 123, net income and earnings per share would have been changed to the pro forma amounts indicated
   in the table below:
   <CAPTION>

                                  1999                      1998                      1997
                        As Reported   Pro Forma    As Reported  Pro Forma    As Reported   Pro Forma
   <S>                  <C>         <C>            <C>           <C>         <C>            <C>
   Net income           ($291,099)  ($1,332,650)   $1,660,375    $471,352     $2,031,494    $832,424

   Diluted earnings
     per share              ($.04)        ($.19)         $.21        $.06           $.25        $.10

   The above pro forma amounts, for purposes of SFAS No. 123, reflect the portion of the estimated fair
   value of awards earned in 1998 and 1997.  For purposes of pro forma disclosures, the estimated fair
   value of the options is amortized over the options' vesting period (for stock options).  The effects
   on pro forma disclosures of applying SFAS 123 are not likely to be representative of the effects on
   pro forma disclosures of future years.  Because SFAS 123 is applicable only to options granted
   subsequent to August 31, 1995, the effect will not be fully reflected until 2000.
</TABLE>

                                             -22-
<PAGE>
                CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 9 - STOCK OPTIONS

   The Company used the Black-Scholes model to value stock options for pro
   forma presentation.  The assumptions used to estimate the value of the
   options included in the pro forma amounts and the weighted average
   estimated fair value of options granted are as follows:

                                                 Stock Option Plan Shares
                                         1999             1998           1997

   Average expected life (years)           3.78            4.64          5.40
   Expected volatility                   216.51%         214.39%       213.78%

   Risk-free interest rate
     (zero coupon U.S. Treasury
     note)                                  5.6%           5.6%           6.2%

   Weighted average fair value
     at grant - Exercise price
     equal to market price                $1.20          $1.29          $2.19


   The Black-Scholes option valuation model was developed for use in
   estimating the fair value of traded options which have no vesting
   restrictions and are fully transferable.  In addition, the Black-Scholes
   model requires the input of highly subjective assumptions, including the
   expected stock price volatility and option life.  Because the Company's
   stock options granted to employees have characteristics significantly
   different from those of traded options, and because changes in the
   subjective input assumptions can materially affect the fair value
   estimate, in management's opinion, existing models do not necessarily
   provide a reliable measure of the fair value of its stock options
   granted to employees.  For purposes of this model, no dividends have
   been assumed.





                                -23-
<PAGE>
                CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 10 - ACCRUED EXPENSES AND OTHER ACCOUNTS PAYABLE

   The following items which exceeded 5% of total current liabilities are
   included in accounts payable and accrued liabilities as of:

                                                  November 30,
                                           1999                  1998
                                                  (In Thousands)

   Media advertising                     $   560              $    820
   Coop advertising                            *                   494
   Accrued returns                           630                 1,107
                                          $1,190                $2,421

   All other liabilities were for trade payables or individually did not
   exceed 5% of total current liabilities.

   * under 5%

NOTE 11 - OTHER INCOME

   Other income was comprised of the following:

                                                       November 30,
                                         1999           1998             1997

   Interest income                     $213,335       $286,805        $272,677
   Dividend income                       50,657         16,963          15,131
   Realized gain on sale of
     available-for-sale securities       11,211          7,635           5,692
   Realized (loss) on sale of
     available-for-sale
     securities                       (     297)           -               -
   Realized (loss) on
      disposal of assets                -                  -         (   6,701)
   Miscellaneous                          10,563         6,893           7,154

                                        $285,469      $318,296        $293,953

                                          -24-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 12 - COMMITMENTS AND CONTINGENCIES

   Leases

   The Company leases approximately 62,500 square feet of office and
   warehouse space at an annual rental of $259,284.  This lease on the
   Company's premises expires March 31, 2001, but has a renewal option for
   an additional five years.  The Company leases an additional 45,000
   square feet of warehouse space in Paterson, NJ on a net lease basis at
   a rental of $13,088 per month.  This lease expires on May 31, 2000.

   The Company has entered into various operating leases with expiration
   dates ranging through December 2001.

   Rent expense for the years ended November 30, 1999, 1998 and 1997 was
   $449,051, $588,083 and $458,706, respectively.

   Future commitments under noncancellable operating lease agreements for
   each of the next five (5) years and in the aggregate are as follows:

   Year Ending
   November 30,

       2000                                                   $382,261
       2001                                                    111,508
       2002                                                    -
       2003                                                    -
       2004                                                    -
          Total                                               $493,769

   Royalty Agreements

   On March 3, 1986, the Company entered into a License Agreement (the
   "Agreement") with Alleghany Pharmacal Corporation ("Alleghany") under
   the terms of which the Company was granted the exclusive right to use
   the licensed products and trademarks for the manufacture and
   distribution of the products subject to the license.  Under the terms
   of the Agreement, on July 5, 1986, the Company paid to Alleghany a non-
   refundable advance payment of $1,015,000.  The license runs for an
   indeterminate period.  An additional $525,000 non-refundable advance
   payment was paid to Alleghany on July 5, 1987.
                                -25-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 12 - COMMITMENTS AND CONTINGENCIES (Continued)

   From the period March 3, 1986 to June 3, 1986, the Company was required
   to pay a 7% royalty on all net sales.  Thereafter, it is required to pay
   a 6% royalty on net sales but no less than $360,000 per annum to
   maintain its license.  After the sum of $9,000,000 in royalties has been
   paid to Alleghany, the royalty is reduced to 1% of net sales.  The
   Company has expanded the lines licensed from Alleghany and pays only 1%
   royalty on various new products created by the Company.  As of November
   30, 1999, $6,824,511 of royalties have been paid or accrued and only
   $2,175,489   still remains until the $9,000,000 level is reached.

   In March 1998, the Company entered into a License Agreement with Shiara
   Holdings, Inc., pursuant to which the Company acquired exclusive license
   to use the trademark names used by Fragrance Corporation of America,
   Ltd.  The Shiara-Holdings, Inc. license requires the Company to pay
   royalties of 5% per annum on net sales of all products sold under the
   "Cherry Vanilla", "Mandarin Vanilla", and "Cloud Dance" trademarks until
   royalties totaling $2,000,000 are paid, and royalties of one-half of 1%
   thereafter.  (No royalties are payable in respect of sales of products
   under these Shiara license trademarks: "Vision", Sunset Cafe", and
   "Amber Musk".)  A minimum of $100,000 is required to be paid for the
   period from commencement (April 1998) through June 1999, and a minimum
   of $150,000 for each subsequent twelve-month period, in order to retain
   the exclusive license-rights.

   "Cloud Dance" accounted for approximately one-half of the sales revenues
   from products subject to the Shiara license, and Fragrance Corporation
   of America, Ltd. operations.  Total sales of Fragrance Corporation of
   America, Ltd. products accounted for approximately 9% of the Company's
   sales.

   In May of 1998, the Company entered into a License Agreement with Solar
   Sense, Inc. for the marketing of sun care products under trademark
   names.  The Company's License Agreement with Solar Sense, Inc. is for
   the exclusive use of the trademark names "Solar Sense" and "Kids Sense",
   in connection with the commercial exploitation of sun care products that
   the Company only recently commenced marketing.  The Company will pay a
   5% royalty.  If minimum royalties of $100,000 do not result, the license
   may be terminated unless the Company chooses to pay the "difference"
   between realized royalties and $100,000.

   All of the products sold under licensed names, including Fragrance
   Corporation of America, Ltd.'s perfumes, and all of the Company's
   "wholly-owned" products, are sold to major drug and food chains, mass
   merchandisers, and wholesale beauty-aids distributors throughout the
   United States and Canada.

   The Company's total net sales revenue for the years ended November 30,
   1999 and 1998 were approximately $37 million each.  Foreign sales
   accounted for approximately 5% of sales in each year.
                                -26-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


NOTE 12 - COMMITMENTS AND CONTINGENCIES (Continued)

   The Company has entered into various other License Agreements, none of
   which materially affect the Company's sales, financial results,
   financial condition, or should materially affect its future results of
   operations.

   Employment Contracts

   During fiscal 1994, the Board of Directors approved 10-year employment
   contracts for two officers/shareholders.  Pursuant thereto, each was
   provided a base salary of $300,000 in fiscal 1994, with a year-to-year
   CPI or 6% increment, and each is paid 2 1/2% of the Company's pre-tax
   income, less depreciation and amortization, plus 20% of the base salary,
   as bonus.   During 1998 the contracts were amended, commencing in fiscal
   1999, to limit the amount of advertising expense charged against pre-tax
   income for purposes of the 2 1/2% calculation to $8,000,000.

   Collective Bargaining Agreement

   On December 1, 1998, the Company signed a collective bargaining
   agreement with Local 734, L.I.U. of N.A., AFL-CIO.  Other than standard
   wage, holiday, vacation and sick day provisions, the agreement calls for
   CCA  to provide certain medical and dental benefits and to contribute
   to the Local 734 Educational Fund $.01 per hour for each hour the
   employees are paid.  The agreement expires on November 30, 2001.

   Litigation

   There are various matters in litigation that arose out of the normal
   operations of the Company which, in the opinion of management, will not
   have a material adverse effect on the financial condition of the
   Company.

NOTE 13 - PENSION PLANS

   The Company has adopted a 401(K) Profit Sharing Plan that covers most
   of their non-union employees with over one year of service and attained
   Age 21.  Employees may make salary reduction contributions up to twenty-
   five percent of compensation not to exceed $10,000 and may make
   additional discretionary contributions.  The Plan provides for partial
   vesting after two years and full vesting after six years of service for
   all earnings and losses. The Company is not obligated to, nor has it
   matched any of the employees' contributions.

NOTE 14 - RELATED PARTY TRANSACTIONS

   The Company has retained the law firm of Berman & Murray as its general
   counsel.  Ira W. Berman, a former member of the firm, is the Secretary,
   Chairman of the Board and a principal shareholder of the Company.

   The Company has outstanding loans of $23,438 and $34,483 from its Vice
   President in charge of Sales and Vice President in charge of
   Manufacturing, respectively; which were made to aid them in obtaining
   a first mortgage on their homes.  The loans are secured by a second
   mortgage and carry an interest rate at 1% over prime.  Interest is
   payable semi-annually.  Both Vice Presidents are the sons of Mr. David
   Edell, the President of the Company.


                                -27-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



NOTE 15 - CONCENTRATION OF RISK

   During the years ended November 30, 1999, 1998 and 1997, certain
   customers each accounted for more than 5% of the Company's net sales,
   as follows:

   Customer                 1999                  1998                1997

       A                     27%                   29%                 24%
       B                     11                     9                  12
       C                      8                     7                   6
       D                      6                     6                   7
       E                      5                     5                   7
       F                      5                     7                   6
       G                      5                     5                   *

   Foreign Sales           4.50%                 5.00%               5.34%

   * Under 5%

   The loss of any one of these customers could have a material adverse
   affect on the Company's earnings and financial position.

   During the years November 30, 1999, 1998 and 1997, certain products
   accounted for more than 10% of the Company's net sales as follows:

   Product                 1999                  1998                1997

   Plus+White               38%                   24%                 32%
   Sudden Change            21                    19                  21
   Hair-Off                 11                    10                   *
   NutraNail                11                     *                   *

   * under 10%

   The Company maintains cash balances at several banks.  Accounts at each
   institution are insured by the Federal Deposit Insurance Corporation up
   to $100,000.  In addition, the Company maintains accounts with several
   brokerage firms.  The accounts contain cash and securities.  Balances
   are insured up to $500,000 (with a limit of $100,000 for cash) by the
   Securities Investor Protection Corporation.




                                -28-
<PAGE>
                             CCA INDUSTRIES, INC. AND SUBSIDIARIES
<TABLE>
                          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 16 - EARNINGS PER SHARE

   Basic earnings per share is calculated using the average number of common shares outstanding.  Diluted
   earnings per share is computed on the basis of the average number of common shares outstanding plus
   the effect of outstanding stock options using the "treasury stock method".
<CAPTION>
                                                       Year Ended November 30,

                                                 1999          1998           1997
<S>                                         <C>            <C>           <C>

   Net (loss) income available for common
     shareholders, basic and diluted         ($291,099)     $1,660,375     $2,031,494


   Weighted average common stock
     outstanding- Basic                      7,174,203      7,243,956       7,205,904

   Net effect of dilutive stock options        486,593        831,213         902,578

   Weighted average common stock and
     common stock equivalents - Diluted      7,660,796      8,075,169       8,108,482

   Basic earnings per share                      ($.04)      $    .23      $      .28

   Diluted earnings per share                    ($.04)      $    .21      $      .25

</TABLE>
                                             -29-
<PAGE>
               CCA INDUSTRIES, INC. AND SUBSIDIARIES

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

NOTE 17 - DISCONTINUED OPERATIONS

   On March 19, 1998, the Company formed a majority-owned subsidiary,
   Fragrance Corporation of America, Ltd. (FCA).  FCA is primarily engaged
   in the manufacture and distribution of perfume products.  The results
   of operations of FCA is included in the accompanying financial
   statements since the date of inception.

   CCA advanced FCA approximately $3,000,000 during fiscal 1998 for
   working capital and the initial purchase of the existing inventory of
   Shiara, Inc. in the amount of $1,141,711.  In conjunction with the
   purchase of inventory, FCA entered into a license agreement with Shiara
   Holdings, Inc. for the right to sell the products acquired.  Former
   accounts of Shiara have attempted to offset obligations due to FCA as
   a result of Shiara's obligations which FCA did not assume.  FCA is
   attempting to collect these off-sets.  An agreement was entered into in
   February 1999 between Shiara Holdings, Inc. and FCA whereby all
   royalties due as of February 1, 1999 were deemed off-set by these
   contingent holdbacks.

   Net sales of perfume products were approximately $3,700,000 during
   fiscal 1998, but decreased to $2,100,000  in fiscal 1999.  In February
   of 1999, employment agreements with FCA's minority shareholders
   (included in the 1998 Shareholders Agreement) were replaced by short-
   term consulting agreements, which were terminated in October of 1999.
   Contemporaneously, the Company formalized a plan to discontinue the
   operations of FCA, terminated all FCA employees, closed its Chicago
   facility, abandoned the majority of its inventory, and discontinued the
   marketing of all of its products except "Cherry Vanilla" and "Cloud
   Dance." (See "License Agreement-Shiara")   The marketing of those
   perfumes has been assumed by CCA.

   In 1999, the Company credited FCA with the tax benefit to be received
   from the loss incurred by it.  This resulted in reducing the
   intercompany advances from approximately $3 million to approximately
   $2.15 million.  Since the net realizable value of FCA's assets at
   November 30, 1999 was estimated to be approximately $1 million, a
   resultant loss from the discontinued operations of approximately $1.15
   million  is reflected accordingly in the statement of income.  (See
   Item 7, Management's Discussion And Analysis of Financial Condition And
   Results of Operations, and the Financial Statements and Notes included
   in Item 14.)

   The 1998 balance sheet has been reclassified to reflect the "net assets
   from discontinued operations".

                                -30-
<PAGE>                                                   SCHEDULE II

              CCA INDUSTRIES, INC. AND SUBSIDIARIES

                        VALUATION ACCOUNTS

           YEARS ENDED NOVEMBER 30, 1999, 1998 AND 1997



   COL. A                         COL. B      COL. C     COL. D        COL. E


                                             Additions
                                Balance at   Charged To                Balance
                                Beginning    Costs and                 At End
  Description                    Of Year     Expenses   Deductions    Of Year

Year ended November 30, 1999:
Allowance for doubtful accounts$  273,982   $  135,949  $   82,012  $   327,919

Reserve for returns            $1,044,203   $4,866,293  $5,054,839  $   855,657

Reserve for inventory
  obsolescence                 $  836,805   $  380,454  $  160,470  $ 1,056,789

Year ended November 30, 1998:
Allowance for doubtful accounts$  120,131   $  201,630  $   47,779  $   273,982

Reserve for returns            $  544,194   $3,455,118  $2,955,109  $ 1,044,203

Reserve for inventory
  obsolescence                 $  860,417   $   61,113  $  172,664  $   748,866

Year ended November 30, 1997:
Allowance for doubtful accounts$  143,647  ($   17,779) $    5,739  $   120,131

Reserve for returns            $  922,902   $3,465,866  $3,844,574  $   544,194

Reserve for inventory
 obsolescence                  $  679,675   $  486,742  $  300,000  $   860,417

<PAGE>