UNITED STATES
                     SECURITIES AND EXCHANGE COMMISSION
                           WASHINGTON, D.C. 20549

                                  FORM 10-Q

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

                For the quarterly period ended April 3, 1999
                        Commission File Number 0-8936

                       DATAMARINE INTERNATIONAL, INC.
           (Exact name of registrant as specified in its charter)

           Massachusetts                        04-2454559
      (State of Incorporation)    (I.R.S. Employer Identification Number)

             7030 220th SW, Mountlake Terrace, Washington 98043
                  (Address of principal executive offices)

                                (425)771-2182
            (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports to 
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 
during the preceding 12 months, and (2) has been subject to filing 
requirements for the past 90 days.

                              Yes [X]  No [ ]

Indicate the number of shares outstanding of each of the issuer's classes of 
common stock, as of the latest practicable date.

                 Class                Outstanding at April 3, 1999
      Common Stock, $.01 Par Value             1,541,131

                       PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

               DATAMARINE INTERNATIONAL, INC. AND SUBSIDIARIES
         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                  Three Months Ended            Six Months Ended
                                -----------------------      ----------------------
                                 April 3,      April 4,      April 3,      April 4,
                                   1999          1998          1999          1998
                                --------       --------      --------      --------

<S>                             <C>           <C>           <C>           <C>
Net sales                       $3,513,731    $3,004,467    $6,533,033    $6,096,191

Cost of products sold            2,142,204     1,983,495     4,065,773     4,123,582
                                ----------------------------------------------------

Gross profit                     1,371,527     1,020,972     2,467,260     1,972,609

Operating expenses:
  Research and development         343,152       342,792       680,796       712,663
  Selling                          613,186       585,409     1,277,761     1,261,981
  General and administrative       334,062       439,780       641,379       749,922
  Narrowband operations             72,495        70,430       143,925       138,888
                                ----------------------------------------------------
      Operating expenses         1,362,895     1,438,411     2,743,861     2,863,454
                                ----------------------------------------------------

Operating income (loss)              8,632      (417,439)     (276,601)     (890,845)

Interest expense                  (212,204)     (191,994)     (448,385)     (349,804)
Other income (expense), net        (17,727)       11,310        16,105        21,021
                                ----------------------------------------------------

Loss before income taxes          (221,299)     (598,123)     (708,881)   (1,219,628)

Benefit for income taxes                 -             -             -             -
                                ----------------------------------------------------

Net loss                       ($  221,299)  ($  598,123)  ($  708,881)  ($1,219,628)
                                ====================================================

Net loss per share, basic      ($     0.14)  ($     0.45)  ($     0.47)  ($     0.92)
Net loss per share, diluted    ($     0.14)  ($     0.45)  ($     0.47)  ($     0.92)

Average shares outstanding,
 basic and diluted               1,533,336     1,329,912     1,513,753     1,325,634
</TABLE>


 The accompanying notes are an integral part of these financial statements.

               DATAMARINE INTERNATIONAL, INC. AND SUBSIDIARIES
                    CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                           (Unaudited)
                                                             April 3,      October 3,
                                   ASSETS                     1999           1998
                                                             --------        --------

<S>                                                         <C>            <C>
Current assets:
  Cash and cash equivalents                                 $  278,075     $  393,161
  Accounts receivable, net of allowance of
   $149,633 and $118,218, respectively                       1,673,490      1,778,737
  Inventories                                                4,918,980      5,094,890
  Prepaid expenses and other current assets                    106,028        184,459
                                                            -------------------------
      Total current assets                                   6,976,573      7,451,247

Property, plant and equipment                                5,120,330      5,086,143
  Less accumulated depreciation                              3,624,142      3,451,165
                                                            -------------------------
      Property, plant and equipment, net                     1,496,188      1,634,978

Other assets, net                                              386,290        447,874
                                                            -------------------------

      Total assets                                          $8,859,051     $9,534,099
                                                            =========================

                    LIABILITIES AND STOCKHOLDERS' EQUITY:

Current liabilities:
  Note payable to bank                                      $1,418,665     $1,418,665
  Notes payable to related parties and
   others                                                      544,697        744,697
  Accounts payable                                           1,210,091      1,319,375
  Accrued expenses                                           1,778,219      1,800,643
  Current maturities of long-term debt and
   capital lease obligations                                 2,065,749      1,932,026
                                                            -------------------------
      Total current liabilities                              7,017,421      7,215,406

Long-term debt and capital lease
 obligations, less current maturities                           76,341        109,702
                                                            -------------------------

      Total liabilities                                      7,093,762      7,325,108
                                                            -------------------------

Redeemable preferred stock, $1 par value; none issued                -              -

Stockholders' equity:
  Convertible preferred stock, $1 par value,
   Authorized 1,000,000 shares;
   including redeemable preferred stock; none issued                 -              -
  Common stock, $.01 par value,
   Authorized 3,000,000 shares; 1,541,131 and 1,435,056
   shares issued and outstanding, respectively                  15,411         14,351
  Capital in excess of par value                             4,493,203      4,241,522
  Unearned compensation                                        (15,739)       (28,177)
  Retained earnings (accumulated deficit)                   (2,727,586)    (2,018,705)
                                                            -------------------------
      Total stockholders' equity                             1,765,289      2,208,991
                                                            -------------------------

      Total liabilities and stockholders' equity            $8,859,051     $9,534,099
                                                            =========================
</TABLE>


 The accompanying notes are an integral part of these financial statements.


               DATAMARINE INTERNATIONAL, INC. AND SUBSIDIARIES
         CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                         Six Months Ended
                                                                    ---------------------------
                                                                     April 3,        April 4,
                                                                       1999            1998
                                                                     --------        --------

<S>                                                                 <C>            <C>
OPERATING ACTIVITIES
  Net loss                                                          $(708,881)     $(1,219,628)
  Adjustments to reconcile net loss
   to net cash used in operating activities:
    Depreciation and amortization                                     211,599          214,483
    Gain on asset dispositions                                        (10,790)         (10,790)
    Amortization of debenture discount and issue costs                183,920          127,777
    Provision for losses on accounts receivable                        30,807           32,008
    Employee investment plan expense                                   26,916           10,092
    Amortization of unearned compensation                              12,438           10,407
    Changes in operating assets and liabilities:
      Accounts receivable                                              74,440          (13,123)
      Inventories, prepaid expenses and other current assets          254,341          (83,695)
      Accounts payable and accrued expenses                          (103,890)         824,434
                                                                    --------------------------
  Net cash used in operating activities                               (29,100)        (108,035)

INVESTING ACTIVITIES
    Purchases of property, plant and equipment, including self-
     constructed equipment                                            (54,200)          (1,225)
    Other                                                             (10,642)          (6,883)
                                                                    --------------------------
  Net cash used in investing activities                               (64,842)          (8,108)

FINANCING ACTIVITIES
    Proceeds from sale of common stock                                  8,797            4,614
    Proceeds from notes payable to related parties and others               -          100,000
    Principal payments on note payable to bank, capital lease 
     obligations and long-term debt                                   (29,941)        (239,528)
                                                                    --------------------------
  Net cash used in financing activities                               (21,144)        (134,914)

  Decrease in cash and cash equivalents during period                (115,086)        (251,057)
  Cash and cash equivalents at beginning of period                    393,161          532,896
                                                                    --------------------------

  Cash and cash equivalents at end of period                        $ 278,075      $   281,839
                                                                    ==========================

  Supplementary Cash Flow Information
    Interest paid                                                   $  74,162      $    89,152
    Capital lease obligations incurred to acquire equipment                 -           35,941
    Conversion of subordinated note and accrued interest              217,028                -
</TABLE>


 The accompanying notes are an integral part of these financial statements.

            NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1.  Basis of Presentation:

The accompanying unaudited, consolidated, condensed quarterly financial 
statements have been prepared in accordance with instructions to Form 10-Q 
and, therefore, do not include all information and footnotes normally 
included in financial statements prepared in conformity with Generally 
Accepted Accounting Principles ("GAAP").  The information furnished reflects 
all adjustments (consisting only of normal recurring adjustments) which are, 
in the opinion of management, necessary for the fair statement of financial 
position, results of operations and cash flows for the interim period.  In 
the opinion of management, they fairly represent the operating results of 
the Company for the periods presented.  The year-end condensed balance sheet 
was derived from audited financial statements, but does not include all 
disclosures required by GAAP.  The results of operations for the periods 
presented are not necessarily indicative of the results to be expected for 
the full year.  Accounting policies used in fiscal 1999 are consistent with 
those used in fiscal 1998.  These financial statements should be read in 
conjunction with the financial statements and the notes thereto included in 
the Company's annual report on Form 10-K for the year ended October 3, 1998.

2.  Going Concern

As shown in the consolidated financial statements the Company incurred a net 
loss of $708,881 for the six months ended April 3, 1999, and incurred losses 
for fiscal 1998 and 1997 as well.  The Company is in violation of certain 
covenants of its senior bank loan and has certain subordinated debt 
obligations which were due in March 1999.  These factors make the 
Company's ability to continue as a going concern contingent upon its 
ability to raise additional capital and operate at a profit.

The Company and the bank have reached a preliminary agreement whereby the 
maturity date of the bank line would be extended to August 31, 1999.  The 
agreement has not yet been executed in final form but management expects 
the extension will be granted.

The Company has subordinated notes and accrued interest of approximately 
$226,000 which were due in March 1999.  The note holders have not taken any 
action with respect to collection and the Company expects to obtain a six 
month extension on the maturity dates of these obligations.

The holder of the Company's $2,000,000 Subordinated Convertible Debentures 
filed suit on February 17, 1999 demanding payment of the Debenture principal 
and all accrued interest by February 22, 1999 (see Note 7).

In order to redeem its debt obligations and meet its operating and capital 
requirements in 1999 and 2000, the Company will require additional funding.  
The Company has engaged an investment banker to raise approximately 
$3,500,000 in subordinated debt, the proceeds of which would be used to 
redeem existing subordinated debt and provide additional working capital.  
No such funding is committed at this time, and there is no assurance that 
the Company will be able to obtain additional financing on acceptable terms.  
If additional funds cannot be raised, management believes that the Company's 
debts and operating expenses can be restructured to allow continued 
operations.

3.  Inventory Components:

Inventories consisted of the following at:

<TABLE>
<CAPTION>
                          April 3, 1999     October 3, 1998
                          -------------     ---------------

      <S>                   <C>               <C>
      Finished Goods        $1,893,633        $1,855,862
      Work-In-Process          121,693           436,443
      Raw Material           3,156,082         3,044,834
      Allowance               (252,428)         (242,249)
                            ----------------------------
                            $4,918,980        $5,094,890
                            ----------------------------
</TABLE>


4.  Income Taxes:

Management has considered recent losses, the inability to predict with 
certainty what land mobile sales will be in the post FCC auction period, and 
uncertainties surrounding the Company's status as a going concern.  Based on 
the information available, management believes that a valuation allowance 
equal to 100% of the deferred tax asset should continue to be established.  
Until such time as future taxable income is more likely than not the Company 
will continue to reserve an appropriate portion of its deferred tax asset.

5.  Earnings Per Share:

Basic net income or loss per common share is based on the weighted average 
number of common shares outstanding during the year.  Diluted earnings per 
share is based on the weighted average number of common shares and common 
stock equivalents outstanding.  Common stock equivalents include shares 
which would be issued upon exercise of stock options, warrants or conversion 
of debentures.  Common stock equivalents are excluded from the calculation 
when they are anti-dilutive.

Stock options for 190,812 shares, preferred stock convertible into 182,000 
shares, subordinated notes convertible into 114,703 shares and warrants for 
53,420 common shares were not included in the loss per share calculation for 
the quarter ended April 3, 1999 because they would be anti-dilutive.

6.  New Accounting Standards:

In June 1997, the FASB issued Statement of Financial Accounting Standards 
No. 130, "Reporting Comprehensive Income."  This statement requires that 
changes in comprehensive income be shown in a financial statement that is 
displayed with the same prominence as other financial statements.  The 
statement will be effective for fiscal years beginning after December 15, 
1997.  Reclassification for earlier periods is required for comparative 
purposes.  The Company does not expect the statement to have a material 
impact on its consolidated financial position or results of operations.

In June 1997, the FASB issued Statement of Financial Accounting Standards 
No. 131, "Disclosures About Segments of an Enterprise and Related 
Information."  This statement supersedes Statement of Financial Accounting 
Standards No. 14, "Financial Reporting for Segments of a Business 
Enterprise."  This statement includes requirements to report selected 
segment information quarterly, and entity-wide disclosures about products 
and services, major customers, and the material countries in which the 
entity holds assets and reports revenues.  The statement will be effective 
for fiscal years beginning after December 15, 1997.  Reclassification for 
earlier periods is required, unless impracticable, for comparative purposes.  
Management has not yet determined the effects, if any, of SFAS 131 on the 
consolidated financial statements.

In June 1998 the FASB issued Statement of Financial Accounting Standards No. 
133, "Accounting for Derivative Instruments and Hedging Activities."  This 
statement requires that all derivative instruments be recorded on the 
balance sheet at their fair value.  Changes in the fair value of derivatives 
are recorded each period in current earnings or other comprehensive income, 
depending on whether a derivative is designated as part of a hedge 
transaction and, if it is, the type of hedge transaction.  The statement 
will be effective for fiscal years beginning after June 15, 1999.  Since the 
Company does not use derivative instruments management does not expect the 
statement to have any effect on its consolidated financial position or 
results of operations.

7.  Long Term Debt:

On December 19, 1995 the Company completed a private placement issuance 
of $2,000,000 in Subordinated Convertible Debentures (the "Debentures") 
with Alta Subordinated Debt Partners III ("ASDP III"), originally due 
December 19, 2000.

On November 24, 1997 the Company received notice from ASDP III of an alleged 
violation of certain covenants related to the Debenture Purchase Agreement 
dated December 19, 1995.  The alleged default was based on a breach of 
financial covenants concerning additional debt, and was not based on the 
particular terms of the Notes, nor was it payment related.  ASDP III claimed 
that an event of default had occurred, that the default had remained uncured 
for more than thirty days, and that the Debentures were immediately due and 
payable.  Management of the Company believed that it had obtained the 
consent of ASDP III and did not agree with the claims made by ASDP III.

On February 24, 1998 the Company and ASDP III reached a tentative agreement 
to modify certain provisions of the Debentures, which was memorialized in a 
term sheet.  That agreement was reached in order to resolve ASDP III's 
November 24, 1997 claims.  The new terms changed the maturity date of the 
Debentures from December 19, 2000 to February 19, 1999, deferred all 
interest payments on the Debentures until February 19, 1999 and required the 
Company to issue to ASDP III on February 19, 1999 approximately 175,600 
common shares of the Company.  These common shares are the shares that ASDP 
III is otherwise entitled to receive upon conversion of the convertible 
preferred stock component of the Debentures.

The February 24, 1998 modifications set forth in the term sheet were 
executed by both parties, and were subject to satisfaction of certain 
conditions including the execution of final documents at a later date.  On 
July 10, 1998 the Company executed final documents prepared by ASDP III's 
counsel (the "Amendments").  The Company believed that it had complied with 
the terms of the Amendments demanded by ASDP III and that an agreement had 
been reached between the parties. 

On December 14, 1998 the Company received notice from ASDP III's counsel 
that ASDP III had not executed the Amendments, did not intend to do so at 
that time and that it demanded numerous additional conditions placed upon 
its acceptance of the Amendments.  Until receipt of this notice, the Company 
had not been aware that this was ASDP III's position with respect to the 
Amendments.  After considering carefully its options and bearing in mind the 
best interests of the Company, the Company notified ASDP III on January 22, 
1999 that the Company revoked the offer to amend that had been manifested by 
its own execution of the Amendment.

On February 17, 1999 the Company received a letter from the ASDP III's 
counsel demanding payment of the Debenture principal and all accrued 
interest by February 22, 1999.  Under the terms of the Company's senior bank 
loan no such payment on the Debentures is allowed and no payment was made.  
The Company has received notice that on February 25, 1999 ASDP III filed 
suit in the Superior Court of the Commonwealth of Massachusetts claiming a 
breach of the December 19, 1995 Debenture agreement based on the alleged 
events described above.  The complaint asks for payment of the entire 
principal balance, accrued interest, default interest, costs and expenses.  
The Company filed its answer and counterclaims on April 2, 1999.  The 
Company has also made a proposal to ASDP III for resolving the dispute by 
modifying the Debenture terms.  The Company has not received any response to 
either its counterclaims or proposal for modifying the Debenture terms.

Due to uncertainties regarding the Debenture terms, and without waiving its 
right to take a different position in the future, the Company has elected to 
reflect the earlier February 19, 1999 maturity date in the financial 
statements.  Accrued and unpaid interest on the Debentures as of April 3, 
1999 was approximately $678,875.  The Company does not currently have the 
resources to pay either the principal or accrued interest on the Debentures.

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

Statements included in this report which are not historical in nature are 
forward-looking statements made pursuant to the safe harbor provisions of 
the Private Securities Litigation Reform Act of 1995, and as such may 
involve risks and uncertainties.  This Quarterly Report on Form 10-Q and the 
Annual Report on Form 10-K contain certain detailed factors that could cause 
the Company's actual results to materially differ from forward-looking 
statements made by the Company.

Introduction

Datamarine International, Inc. and its subsidiaries ("we" or the "Company") 
manufacture radio communications and navigation instrumentation products.  
Presently, the Company's primary operations are in a single industry 
segment, namely electronics.  The Company also owns and manages specialized 
mobile radio ("SMR") licenses in the 220 MHz radio service, although such 
operations to date have been minimal.

Datamarine International, Inc. was incorporated in Massachusetts on April 
23, 1969.  All of the Company's product development and manufacturing 
facilities are at its Mountlake Terrace, Washington location.  The Company 
has sales and service facilities on the east and west coasts of the United 
States and in Chatswood, NSW, Australia.  Marine communication products, 
branded SEA, and marine instrumentation products, branded Datamarine, are 
sold worldwide through approximately 500 dealers in the United States and 
approximately 20 foreign countries.

Sales of narrowband communications products for the land mobile radio market 
are made through the Company's wholly-owned subsidiary, SEA, Inc. ("SEA"), 
to business users nationwide.  SEA has developed and marketed narrowband 
radio equipment since 1984 and began selling its current line of narrowband 
equipment for use in the 220 MHz band in 1993.

On October 19,1992, the Federal Communications Commission ("FCC") conducted 
a lottery which led to the issuance of approximately 3,500 Phase I licenses 
for a new land mobile service in the 220-222 MHz band.  The FCC adopted 
challenging technical parameters for the equipment to be used in the 220 MHz 
radio service.  By establishing these parameters the FCC intended to 
encourage the development of new spectrum-efficient technologies for land 
mobile applications.  This service is mandated to use narrowband 
technologies which will result in a fivefold increase in the number of 
communications channels as compared to conventional technologies.  SEA was 
the first manufacturer to receive FCC type acceptance for 220 MHz radio 
equipment.  SEA shipped its first 220 MHz radios in 1993.

As of September 30, 1996 ownership of Phase I licenses for locations which 
had not met regulatory build-out requirements reverted to the Federal 
government.  The Federal Communications Commission ("FCC") conducted an 
auction of Phase II licenses which commenced in September 1998 and concluded 
in October 1998.  The auction was for licenses covering "Economic Areas", 
"Regions" and "Nationwide" areas as defined by the FCC.  Phase II licenses 
were granted in March 1999.  Since license holders represent new potential 
customers for the Company's 220 MHz base stations, we expect demand for 
these higher margin products to increase in the future.

During fiscal 1995 Narrowband Network Systems, Inc. ("NNS") was incorporated 
in the state of Washington as a subsidiary of SEA, and SEA owns 97.5% of 
NNS's outstanding stock.  NNS was formed to participate in the business of 
providing SMR services.  NNS has entered into both "Management Agreements" 
and "Operator Agreements" with the holders of 220 MHz licenses granted by 
the FCC related to SMR services in approximately 47 market areas across the 
United States.  Management Agreements require NNS to construct, develop and 
operate SMR systems in certain markets.  Operator Agreements require NNS to 
provide licenses, system facilities and "SMR Operators" in certain markets.  
The Management Agreements typically allow NNS to acquire the license 
holder's interest in exchange for a percentage of gross receipts from the 
system and a percentage of any profit realized by NNS upon the system's 
ultimate disposition.  The Operator Agreements typically give NNS a 
contractual percentage of system revenue based on the level of support 
provided to each system.  The Company has met all regulatory build-out 
requirements related to its licenses.  Because NNS commenced only limited 
operations at the end of 1995, revenues and associated cash expenses have 
been immaterial since inception.

Foreign sales typically account for about 5% of our sales.  In past years, 
narrowband products have only been sold domestically so foreign sales 
represent only marine revenues.  With the recently completed auction of 220 
MHz licenses in Mexico, narrowband products may begin to be sold outside the 
United States.  The Company's Global Maritime Distress and Safety Systems 
are often sold outside the United States, which has recently increased the 
percentage of sales derived from foreign customers.  

Products and Marketing

Land Mobile Communications - The Company's narrowband land mobile radio 
system products have been type accepted by the FCC for use in the 220 MHz 
radio service.  These products consist of hand held, mobile and base station 
components, utilizing narrowband technology, an enhanced form of single 
sideband that is ideal for the 5 KHz channel width used in the 220 MHz radio 
service, and were developed for sale to business users of private land 
mobile radio services.  The narrowband technology helps solve the problem of 
frequency congestion by allowing five narrowband channels to be operated 
within the same spectrum as would presently be utilized by one 25 KHz FM 
channel.

Marine Communications - The SEA marine communications products are high 
performance radios used on commercial vessels, fishing vessels and ocean-
going yachts.  The product line currently consists of 28 products with 
suggested list prices between $765 and $30,000.  The SEA products include 
HF/SSB and VHF/FM radios, Satcom C, Weather fax, Emergency distress radio 
beacons (EPIRBS), Search and rescue transponders (SARTS) and Global Maritime 
Distress and Safety Systems (GMDSS).

Marine Instrumentation - Marine instrumentation products are sold primarily 
to the recreational boating market.  The products are well established in 
the marketplace with up-to-date instruments for each type of pleasure craft: 
small boats and yachts; sail and power; inshore and offshore. The Datamarine 
product line currently consists of 28 products sold under the DART, LINK, 
Corinthian and ChartLINK names, with suggested list prices between $400 and 
$3,900. The Datamarine products include depth sounders, knotmeters and water 
temperature instruments, wind speed and direction instruments, integrated 
instruments, and electronic chart plotters.

Results of Operations

The following table sets forth the components of sales and gross profit by 
product line for the Quarter Ended April 3, 1999 and the comparable quarter 
in the prior fiscal year.

<TABLE>
<CAPTION>
          Sales                                                     Gross Profit
-------------------------                                    --------------------------
 April 3,       April 4,                                      April 3,        April 4,
   1999           1998                                          1999            1998
---------------------------------------------------------------------------------------

<C>            <C>            <S>                            <C>             <C>
$  328,770     $  724,144     Land Mobile Communications     $     (361)     $   80,885
 2,629,689      1,678,165       Marine Communications         1,119,777         686,993
   555,272        602,158       Marine Instrumentation          252,111         253,094
---------------------------------------------------------------------------------------
$3,513,731     $3,004,467               Total                $1,371,527      $1,020,972
=======================================================================================
</TABLE>

Sales order backlogs at April 3, 1999 were as follows:  Land Mobile 
Communications $1,487,000, Marine Communications $1,705,000 and Marine 
Instrumentation $132,000.

The following table sets forth income and expense items as a percentage of 
net sales for the quarter, and the percentage change in those items from the 
comparable quarter in the previous two years.

<TABLE>
<CAPTION>
  Income and Expense Items                                   Percentage
as a Percentage of Net Sales                             Increase (Decrease)
----------------------------                             -------------------
                                                           1998      1997
   April 3,     April 4,                                    to        to
     1999         1998                                     1999      1998
----------------------------------------------------------------------------

     <C>          <C>       <S>                            <C>       <C>
     100%         100%             Net sales                 17       (11)
      61           66        Cost of products sold            8       (18)
      39           34             Gross profit               34         5
      39           48          Operating expenses            (5)        5
       0          (14)      Operating income (loss)        (102)        6
      (6)          (6)          Interest expense             11        42
      (6)         (20)         Loss before taxes            (63)       15
       -            -       Benefit for income taxes          -      (100)
      (6%)        (20%)             Net loss                (63)       73
</TABLE>


Net sales increased by $509,264 or 17% compared to the same quarter in the 
prior fiscal year.  Net sales of the Company's land mobile products 
decreased by $395,374 or 55% compared to the same quarter in the prior 
fiscal year.  Net sales of the Company's marine communications systems 
increased by $951,524 or 57%.  Net sales of the Company's marine 
instrumentation systems decreased by $46,886 or 8% compared to the same 
quarter in the prior fiscal year.

Land mobile revenues continue to be comprised mostly of mobile radio 
products and will continue to be so until new licenses holders begin to take 
delivery of repeater systems.  Although the auction of Phase II licenses 
concluded in October 1998, successful bidders did not receive their licenses 
until March 1999.  Our land mobile revenue projections assumed that licenses 
would be issued sooner, therefore current year land mobile sales have been 
less than management's forecast.  In addition, sales were lower because the 
selling price of certain mobile radios was reduced in anticipation of the 
Company introducing a new mobile radio later this year.  Sales of marine 
communications and marine instrumentation products continued to contribute 
to the Company's performance.  Marine communications sales increased 
significantly over the same quarter last year and were consistent with 
management's projections.  Sales of GMDSS products continued to be strong as 
forecast, though GMDSS revenue is expected to decline as customers satisfy 
regulatory requirements.  Although marine instrumentation sales were slightly 
less than the same quarter in the prior year, they increased 18% over the 
first quarter of fiscal 1999.  Second quarter instrumentation sales were 
significantly less than forecast due to the delayed introduction of the 
Company's new chart plotter.  The new chart plotter is expected to begin 
shipping in June 1999.  

Gross profit was $1,371,527 (39% of net sales), as compared to $1,020,972 
(34% of net sales) in the prior year, an increase of $350,555 or 34%.  The 
gross profit on land mobile products was ($361), as compared to $80,885 (11% 
of such sales) in the prior year, a decrease of $81,246.  Land mobile gross 
profit declined due to the lack of base station sales and selling price 
reductions on certain mobile radio products.  The gross profit on marine 
communications systems was $1,119,777 (43% of such sales), as compared to 
$686,993 (41% of such sales) in the prior year, an increase of $432,784 or 
63%.  The gross profit on marine instrumentation systems was $252,111 (45% 
of such sales), as compared to $253,094 (42% of such sales) in the prior 
year, a decrease of $983.  The overall gross profit margin improved compared 
to the prior year due to a higher percentage of sales coming from marine 
products.  Gross profit percentages for marine products are typically higher 
than those for land mobile radios.  Land mobile margins vary depending upon 
the sales mix across the product line, and mobile radio products typically 
have substantially lower gross margins than base station equipment.  The 
market for communications products is very competitive and pressure on 
selling prices for mobile radios is expected to continue.  We expect that 
land mobile gross margin will improve when shipments of base station 
products can resume as a result of Phase II licenses having been issued.  
The profit margins on marine communication and marine instrumentation 
products vary according to product sales mix.  Margins for marine 
communications and marine instrumentation products are expected to remain 
about the same as the current quarter, generally 41% to 45%.

Operating expenses were $1,362,895 (39% of net sales), as compared to 
$1,438,411 (48% of net sales) last year, a decrease of $75,516 or 5%.  
Engineering expenses were comparable to the same quarter in the prior year.  
Total selling expenses increased about 5%.  Domestic advertising expenses 
and selling expenses of the Company's Australian subsidiary increased.  
Royalty expenses were lower than the prior year.  Commission expense 
declined because a larger percentage of marine communications sales came 
from products not subject to sales commissions.  Administrative expenses 
declined $106,000 or 24%.  Expenses were unusually high last year due to 
legal and settlement costs recognized during the quarter ended April 4, 
1998.  Narrowband operating expenses increased slightly due to higher 
depreciation and site rental expenses.

Interest expense increased $20,210 or 11% over the prior year.  The maturity 
date of the Subordinated Convertible Debentures was changed from December 
2000 to February 1999 which resulted in increased amortization of the 
related discount and debt issuance costs.  During April 1998 the Company 
issued additional warrants to the holders of the Subordinated Short Term 
Notes in connection with extending the maturity date of those notes.  The 
$97,500 value of the warrants is amortized to expense over the one year term 
of the extension ending in March 1999.

Other expense, net, increased due to foreign currency adjustments by the 
Company's Australian subsidiary.

Income taxes were zero for 1999 and 1998 because the Company fully reserves 
its deferred tax asset.

Liquidity and Capital Resources

On April 3, 1999, the Company's principal sources of liquidity consisted of 
approximately $278,000 in cash and equivalents.  The Company had drawn 
$1,418,665 on its $2,000,000 working capital bank line and there was no 
additional availability because the bank is not making any new advances and 
the line was over advanced by $123,000 at April 3, 1999.  The maturity date 
of the bank line was February 28, 1999.  The Company and the bank have 
reached a preliminary agreement whereby the maturity date of the bank line 
would be extended to August 31, 1999.  The new terms would increase the 
interest rate to prime plus 1.75% and require the Company to grant the bank 
up to 9,000 common stock warrants.  The agreement has not yet been executed 
in final form but management expects the extension will be granted.  Although 
the Company continues to have net operating losses, cash flow from operating 
activities and the net change in cash were positive for the quarter.  The 
Company has continued its operating plan for increasing revenues while 
reducing expenses and certain cash payments in order to decrease the net 
cash used.

We are currently negotiating a new senior bank loan agreement with a 
different lender which would replace our current bank loan.  The new 
agreement would give us additional borrowing capacity.  In order to complete 
the new bank loan agreement, the holder of the Subordinated Convertible 
Debentures must agree to subordinate their debt to the new senior lender.  
We have made a proposal to the Debenture holder which includes new 
subordination terms but have yet to receive a response.

The Company has subordinated notes and accrued interest of approximately 
$226,000 which were due in March 1999.  The note holders have not taken any 
action with respect to collection and the Company expects to obtain a six 
month extension on the maturity dates of these obligations.

The holder of the Company's $2,000,000 Subordinated Convertible Debentures 
filed suit on February 17, 1999 demanding payment of the Debenture principal 
and all accrued interest by February 22, 1999.  The terms of the Debentures 
are the subject of litigation, the outcome of which cannot be determined at 
this time.  The Debenture holder is party to a subordination agreement with 
the bank.  Counsel for the bank has notified the Company and the Debenture 
holder that until such time as the bank has been repaid in full, the 
Debenture holder may not receive any payment, distribution, security or 
proceeds with respect to its subordinated debt.

In order to redeem its debt obligations and meet its operating and capital 
requirements in 1999 and 2000, the Company will require additional funding.  
The Company has engaged an investment banker to raise approximately 
$3,500,000 in subordinated debt, the proceeds of which would be used to 
redeem existing subordinated debt and provide additional working capital.  
No such funding is committed at this time, and there is no assurance that 
the Company will be able to obtain additional financing on acceptable terms.  
If additional funds cannot be raised management believes that the Company's 
debts and operating expenses can be restructured to allow continued operation.

Year 2000

We have a Year 2000 ("Y2K") compliance group which includes persons from 
engineering, manufacturing, sales and administration to oversee Y2K 
readiness, coordinate Y2K communications and report regularly to senior 
management.

The Company has implemented a program to identify and resolve the effect of 
Y2K software issues on the integrity and reliability of its products, 
financial and operational systems.  In addition, the Company is also 
communicating with its principal customers, suppliers and service providers 
to assess whether Y2K issues will have an adverse impact on the Company.

We have completed a review of all of our products and have not identified 
any Y2K compliance problems.  A majority of our products do not have date 
related functions and those that do are either Y2K compliant or do not use 
date information in critical functions.  We have completed a review of our 
financial and information system areas and determined that our primary 
systems are Y2K compliant.  One commercially available sales software 
product is not Y2K compliant but a compliant version is currently available 
and the Company expects to replace that software by July 1999.  With regard 
to manufactured products, we have contacted a majority of our major 
suppliers.  Of the suppliers which have responded to date, most have stated 
that they are Y2K compliant or intend to be so by the year 2000.  Some of 
our suppliers have indicated that they are not responding to detailed Y2K 
inquiries, but that they do not foresee any Y2K compliance problems.  Of 
course, there is no way to be certain that the supply of products from third 
parties will not be affected by Y2K problems, which could result in a 
disruption of the Company's normal production and sales operation.

Our contingency plan for those areas which are most susceptible to 
disruption is expected to be completed by July 1999.  Due to the wide 
range of uncertainties surrounding Y2K issues we cannot be sure that our 
contingency plans will prevent all forms of disruptions.  We estimate that 
the total costs incurred for Y2K compliance efforts through April 3, 1999 
were $25,000 and that the remaining costs to be incurred will be 
approximately $9,000.

                         PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

On December 19, 1995 Datamarine International, Inc. (the "Company") 
completed a private placement issuance of $2,000,000 in Subordinated 
Convertible Debentures (the "Debentures") with Alta Subordinated Debt 
Partners III ("ASDP III"), originally due December 19, 2000.

On February 17, 1999 the Company received a letter from the ASDP III's 
counsel demanding payment of the Debenture principal and all accrued 
interest by February 22, 1999.  Under the terms of the Company's senior bank 
loan no such payment on the Debentures is allowed and no payment was made.  
The Company has received notice that on February 25, 1999 ASDP III filed 
suit in the Superior Court of the Commonwealth of Massachusetts claiming a 
breach of the December 19, 1995 Debenture agreement  The complaint asks for 
payment of the entire principal balance, accrued interest, default interest, 
costs and expenses.  The Company filed its answer and counterclaims on 
April 2, 1999.  The Company has also made a proposal to ASDP III for 
resolving the dispute by modifying the Debenture terms.  The Company has 
not received any response to either its counterclaims or proposal for 
modifying the Debenture terms.

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

(a)      A special meeting in lieu of the annual meeting of shareholders was 
         held March 9, 1999 in Seattle, Washington. All matters submitted to 
         a vote of the Company's shareholders were described in the 
         Company's proxy statement dated January 26, 1999.

(b)      Stephen W. Frankel was elected as a director for a term ending in 
         2002.  David C. Thompson and Peter D. Brown continued their term as 
         directors.

(c)      Matters submitted to a vote of the shareholders included:

         (1)  The election of Stephen W. Frankel as a director for a 
              term ending in 2002.

              For                   1,381,671
              Authority Withheld        3,007

         (2)  Change of domicile of the Company from Massachusetts to 
              Washington.

              For               833,513
              Against             1,985
              Abstain               250
              Broker non-vote   548,930.

         (3)  Proposal to authorize 10,000,000 shares of common stock 
              for the newly formed Washington Corporation.

              For       1,294,009
              Against      59,082
              Abstain      31,587

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits

3.1      Articles of Organization, as amended, incorporated by reference to 
         Annual Report on Form 10-K for the Fiscal Year Ended September 30, 
         1995.

3.2      Bylaws, incorporated by reference to Registration Statement 0-8936 
         on Form 10.

4        Debenture Purchase Agreement with exhibits, incorporated by 
         reference to Annual Report on Form 10-K for the Fiscal Year Ended 
         September 30, 1995.

4.1      Subordinated Notes Agreement with exhibits, incorporated by 
         reference to Annual Report on Form 10-K for the Fiscal Year Ended 
         September 27, 1997.

4.2      Terms for Amendment of December 19, 1995 Debenture Agreement, 
         incorporated by reference to Annual Report on Form 10-K for the 
         Fiscal Year Ended September 27, 1997.

10.1     Datamarine International, Inc. 1991 Stock Option Plan, incorporated 
         by reference to Registration Statement 33-48532 on Form S-8.

10.2     1992 Stock Option Plan for Non-employee Directors, incorporated by 
         reference to Annual Report on Form 10-K for the Fiscal Year Ended 
         October 1, 1994.

10.3     Debenture Purchase Agreement with exhibits, same as 4 above.

10.4     1995 Stock Option Plan for Non-employee Directors, incorporated by 
         reference to Annual Report on Form 10-K for the Fiscal Year Ended 
         September 28, 1996.

27       Financial Data Schedule

(b)      The following reports on Form 8K were filed during the quarter 
         ended April 3, 1999. Form 8-K dated January 26, 1999.  Revocation
         of offer to amend Debenture Agreement. Form 8-K dated
         March 30,1999.  Superior Court action by Debenture holder.

                                 SIGNATURES
                                 ----------

Pursuant to the requirements of the Securities Exchange Act of 1934, the 
registrant has duly caused this report to be signed on its behalf by the 
undersigned thereunto duly authorized.

                                       Datamarine International, Inc.
                                             (Registrant)



Date: May 14, 1999                     /s/ JAN KALLSHIAN
      ------------                     -----------------
                                       Jan Kallshian
                                       Chief Financial Officer