SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 10-Q/A


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

For the quarterly period ended  March 31, 2003
                                --------------

                                       OR

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

               For the transition period from _______ to ________.

               Commission  file  number:      1-10986

                                  MISONIX, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)

           New  York                                          11-2148932
           ---------                                       ---------------
(State or other jurisdiction of                           (I.R.S. Employer
 incorporation or organization)                          Identification No.)


1938 New Highway, Farmingdale, NY                               11735
---------------------------------                               -----
(Address of principal executive offices)                      (Zip Code)

                                 (631) 694-9555
                                 --------------
              (Registrant's telephone number, including area code)

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

     Yes   X      No
          ---         ---

Indicate  by  check  mark  whether  the  registrant  is an accelerated filer (as
defined  in  Rule  12b-2  of  the  Exchange  Act).

     Yes          No   X
          ---         ---


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

                                               Outstanding at
     Class of Common Stock                      May 1, 2003
     ---------------------                     --------------
     Common Stock, $.01 par value                6,640,865


                                        1
<PAGE>
                                  MISONIX, INC.
                                  -------------

                                      INDEX
                                      -----

PART I - FINANCIAL INFORMATION                                              PAGE

Item 1. Financial Statements:

     Consolidated Balance Sheets as of
     March 31, 2003 (Unaudited) and June 30, 2002                              3

     Consolidated Statements of Operations
     Nine months ended March 31, 2003
     and 2002 (Unaudited)                                                      4

     Consolidated Statements of Operations
     Three months ended March 31, 2003
     and 2002 (Unaudited)                                                      5

     Consolidated Statements of Cash Flows
     Nine months ended March 31, 2003
     and 2002 (Unaudited)                                                    6-7

     Notes to Consolidated Financial Statements                             8-13


Item 2.   Management's Discussion and Analysis of Financial Condition      14-24
          and  Results  of  Operations

Item 3.   Quantitative and Qualitative Disclosures About Market Risk          25

Item 4.   Controls  and  Procedures                                           25

Part  II  -  OTHER  INFORMATION

Item 6.   Exhibits and Reports on Form 8-K                                    26

Signatures                                                                    27

Certifications                                                             28-31


                                        2
<PAGE>
<TABLE>
<CAPTION>
PART  I  -  FINANCIAL  INFORMATION
Item  1.  Financial  Statements.

                                               MISONIX, INC.
                                        CONSOLIDATED BALANCE SHEETS
                                        ===========================


                                                                                 MARCH  31,     June  30,
                                                                                    2003          2002
                                                                                ------------  ------------
ASSETS                                                                          (UNAUDITED)
                                                                                ------------  ------------
<S>                                                                             <C>           <C>
Current assets:
  Cash and cash equivalents                                                     $ 2,160,903   $ 1,065,465
  Accounts receivable, less allowance for doubtful accounts of $344,792 and
    $223,413, respectively                                                        6,428,598     6,656,932
  Inventories                                                                     9,452,396     7,170,844
  Prepaid income taxes                                                              306,900     1,391,978
  Deferred income taxes                                                             467,275       388,027
  Prepaid expenses and other current assets                                       1,060,201       715,367
                                                                                ------------  ------------
Total current assets                                                             19,876,273    17,388,613

Property, plant and equipment, net                                                3,369,137     3,151,909
Deferred income taxes                                                               571,029     1,757,937
Goodwill                                                                          4,473,713     4,241,319
Other assets                                                                        304,115       424,674
                                                                                ------------  ------------
Total assets                                                                    $28,594,267   $26,964,452
                                                                                ============  ============

LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Revolving credit facilities                                                   $   706,083   $   730,092
  Accounts payable                                                                3,564,666     3,072,234
  Accrued expenses and other current liabilities                                  1,369,478     1,304,824
  Litigation settlement liabilities                                                 170,000       174,332
  Current maturities of long-term debt and capital lease obligations                258,965       252,850
                                                                                ------------  ------------
Total current liabilities                                                         6,069,192     5,534,332

Long-term debt and capital lease obligations                                      1,161,527     1,050,254

Deferred income                                                                     455,335       451,073
Minority interest                                                                   235,757       239,965


Stockholders' equity:
  Common stock, $.01 par value-shares authorized 10,000,000; 6,718,665 and
    6,180,165 issued and 6,640,865 and 6,105,865 outstanding, respectively           67,186        61,802
  Additional paid-in capital                                                     22,701,711    22,313,991
  Retained deficit                                                               (1,612,426)   (2,021,059)
  Treasury stock, 77,800 and 74,300 shares, respectively                           (412,424)     (401,974)
  Accumulated other comprehensive loss                                              (71,591)     (263,932)
                                                                                ------------  ------------
Total stockholders' equity                                                       20,672,456    19,688,828
                                                                                ------------  ------------

Total liabilities and stockholders' equity                                      $28,594,267   $26,964,452
                                                                                ============  ============
</TABLE>


See  accompanying  Notes  to  Consolidated  Financial  Statements.


                                        3
<PAGE>
<TABLE>
<CAPTION>
                                     MISONIX, INC.
                         CONSOLIDATED STATEMENTS OF OPERATIONS
                                      (UNAUDITED)
                                      ===========

                                                             FOR THE NINE MONTHS ENDED
                                                                    MARCH  31,

                                                                2003          2002
                                                            ------------  ------------
<S>                                                         <C>           <C>
Net sales                                                   $23,932,512   $21,697,278

Cost of goods sold                                           13,731,118    12,138,803
                                                            ------------  ------------

Gross profit                                                 10,201,394     9,558,475

Operating expenses:
    Selling expenses                                          3,123,225     3,221,775
    General and administrative expenses                       4,966,700     4,556,949
    Research and development expenses                         1,599,766     1,611,305
    Litigation (recovery) settlement expenses                  (201,106)            -
                                                            ------------  ------------
Total operating expenses                                      9,488,585     9,390,029
                                                            ------------  ------------
Income from operations                                          712,809       168,446

Other income (expense):
    Interest income                                              42,722       249,433
    Interest expense                                           (132,706)     (103,469)
    Option/license fees                                          18,234        18,234
    Royalty income                                              386,424       614,551
    Foreign exchange gain                                         4,807          (408)
    Loss on impairment of Hearing Innovations, Inc.            (231,982)     (370,451)
    Loss on impairment of Focus Surgery, Inc.                   (13,725)     (396,975)
                                                            ------------  ------------
  Total other income                                             73,774        10,915

Income before minority interest and income taxes                786,583       179,361

Minority interest in net loss of consolidated subsidiaries        4,208        25,631
                                                            ------------  ------------

Income before income taxes                                      790,791       204,992

Income tax expense                                              382,158       198,199
                                                            ------------  ------------

Net income                                                  $   408,633   $     6,793
                                                            ============  ============

Net income per share-Basic                                  $       .06   $         -
                                                            ============  ============

Net income per share - Diluted                              $       .06   $         -
                                                            ============  ============

Weighted average common shares outstanding - Basic            6,420,118     6,068,272
                                                            ============  ============

Weighted average common shares outstanding - Diluted          6,598,608     6,247,761
                                                            ============  ============
</TABLE>


See accompanying Notes to Consolidated Financial Statements.


                                        4
<PAGE>
<TABLE>
<CAPTION>
                                   MISONIX, INC.
                       CONSOLIDATED STATEMENTS OF OPERATIONS
                                    (UNAUDITED)
                                    ===========

                                                         FOR THE THREE MONTHS ENDED
                                                                MARCH  31,

                                                             2003         2002
                                                          -----------  -----------
<S>                                                       <C>          <C>
Net sales                                                 $8,747,677   $7,371,220

Cost of goods sold                                         4,908,659    4,323,252
                                                          -----------  -----------

Gross profit                                               3,839,018    3,047,968

Operating expenses:
    Selling expenses                                       1,090,662    1,164,287
    General and administrative expenses                    1,814,569    1,551,239
    Research and development expenses                        583,878      647,108
    Litigation (recovery) settlement expenses                (48,478)           -
                                                          -----------  -----------
Total operating expenses                                   3,440,631    3,362,634
                                                          -----------  -----------
Income (loss) from operations                                398,387     (314,666)

Other income (expense):
    Interest income                                            1,324        4,510
    Interest expense                                         (45,226)     (31,609)
    Option/license fees                                        6,078        6,078
    Royalty income                                           137,779      173,414
    Foreign exchange gain (loss)                               2,562         (149)
    Loss on impairment of Hearing Innovations, Inc.          (49,075)    (155,811)
    Loss on impairment of Focus Surgery, Inc.                      -      (70,273)
                                                          -----------  -----------
  Total other income (expense)                                53,442      (73,840)

Income (loss) before minority interest and income taxes      451,829     (388,506)

Minority interest in net income of consolidated
     subsidiaries                                            (29,628)      (5,099)
                                                          -----------  -----------

Income (loss) before income taxes                            422,201     (393,605)

Income tax expense (benefit)                                 177,766     (182,833)
                                                          -----------  -----------

Net income (loss)                                         $  244,435   $ (210,772)
                                                          ===========  ===========

Net income (loss) per share-Basic                         $      .04   $     (.03)
                                                          ===========  ===========

Net income (loss) per share - Diluted                     $      .04   $     (.03)
                                                          ===========  ===========

Weighted average common shares outstanding - Basic         6,643,300    6,096,887
                                                          ===========  ===========

Weighted average common shares outstanding - Diluted       6,686,981    6,096,887
                                                          ===========  ===========
</TABLE>


See accompanying Notes to Consolidated Financial Statements.


                                        5
<PAGE>
<TABLE>
<CAPTION>
                                              MISONIX, INC.
                                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                                               (UNAUDITED)
                                               ===========

                                                                                FOR THE NINE MONTHS ENDED
                                                                                       MARCH 31,

                                                                                   2003          2002
                                                                               ------------  ------------
<S>                                                                            <C>           <C>
OPERATING ACTIVITIES
Net income                                                                     $   408,633   $     6,793
Adjustments to reconcile net income to net cash used in operating activities:
  Bad debt expense                                                                 120,560        69,218
  Litigation recovery                                                             (201,106)            -
  Deferred income tax benefit                                                      (68,424)       (2,545)
  Depreciation and amortization                                                    473,387       424,030
  Loss on disposal of equipment                                                     90,154             -
  Deferred income                                                                    4,262      (183,247)
  Foreign currency exchange gain                                                    (4,807)          408
  Minority interest in net income of subsidiaries                                   (4,208)      (25,631)
  Loss on impairment of investments                                                245,707       767,426
  Changes in operating assets and liabilities:
    Accounts receivable                                                            310,094       619,529
    Inventories                                                                 (1,882,911)        1,487
    Prepaid income taxes                                                         2,400,894             -
    Prepaid expenses and other current assets                                     (448,308)      (52,492)
    Other assets                                                                   145,336      (200,503)
    Accounts payable and accrued expenses                                          373,460    (1,463,557)
    Litigation settlement liabilities                                               (4,332)     (122,871)
    Income taxes payable                                                          (173,907)     (195,931)
                                                                               ------------  ------------
Net cash provided by (used in) operating activities                              1,784,484      (357,886)
                                                                               ------------  ------------

INVESTING ACTIVITIES
Acquisition of property, plant and equipment                                      (340,527)      (94,480)
Purchase of Labcaire stock                                                        (232,394)      (99,531)
Redemption of investments held to maturity                                               -     2,015,468
Purchase of convertible debentures - Focus Surgery, Inc.                                 -      (300,000)
Loans to Focus Surgery, Inc.                                                             -      (112,725)
Cash paid for acquisition of Fibra Sonics, Inc., net of cash acquired                    -       (72,291)
Loans to Hearing Innovations, Inc.                                                (208,741)     (354,701)
                                                                               ------------  ------------
Net cash (used in) provided by investing activities                               (781,662)      981,740
                                                                               ------------  ------------
</TABLE>


                            (continued on next page)


                                        6
<PAGE>
<TABLE>
<CAPTION>
                                          MISONIX, INC.
                        CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
                                           (UNAUDITED)
                                           ===========

                                                                        FOR THE NINE MONTHS ENDED
                                                                                MARCH 31,

                                                                            2003         2002
<S>                                                                     <C>           <C>
FINANCING ACTIVITIES
Proceeds from short-term borrowings                                         360,815      158,037
Payments of short-term borrowings                                          (441,719)           -
Principal payments on capital lease obligations                            (209,103)    (159,078)
Proceeds from long-term debt                                                 11,410            -
Payments of long-term debt                                                  (22,201)     (44,477)
Proceeds from exercise of stock options                                     393,104      381,912
Purchase of treasury stock                                                  (10,450)     (43,737)
                                                                        ------------  -----------
Net cash provided by financing activities                                    81,856      292,657
                                                                        ------------  -----------

Effect of exchange rate changes on assets and liabilities                    10,760       13,824
                                                                        ------------  -----------
Net increase in cash and cash equivalents                                 1,095,438      930,335
Cash and cash equivalents at beginning of period                          1,065,465    3,774,573
                                                                        ------------  -----------
Cash and cash equivalents at end of period                              $ 2,160,903   $4,704,908
                                                                        ============  ===========
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid for (received from):
Interest                                                                $   132,706   $  103,469
                                                                        ============  ===========
Income taxes                                                            $(1,688,469)  $  366,251
                                                                        ============  ===========
SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING AND FINANCING ACTIVITIES:
Capital lease additions                                                 $   237,785   $  104,316
                                                                        ============  ===========
</TABLE>


See accompanying Notes to Consolidated Financial Statements.


                                        7
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
           (Information with respect to interim periods is unaudited)
           ==========================================================

1.   Basis of Presentation
     ---------------------

     The  accompanying  unaudited  consolidated  financial  statements have been
     prepared  in  accordance  with generally accepted accounting principles for
     interim  financial  information  and with the instructions to Form 10-Q and
     Article  10  of Regulation S-X. Accordingly, they do not include all of the
     information  and  footnotes  required  by  accounting  principles generally
     accepted  in  the  United  States for complete financial statements. In the
     opinion  of  management,  all  adjustments  (consisting of normal recurring
     accruals)  considered necessary for a fair presentation have been included.
     Operating  results  for  the three and nine months ended March 31, 2003 are
     not necessarily indicative of the results that may be expected for the year
     ending  June  30,  2003.

     The  balance  sheet  at  June  30,  2002  has been derived from the audited
     financial  statements  at  that  date,  but  does  not  include  all of the
     information  and  footnotes  required  by  generally  accepted  accounting
     principles  for  complete  financial  statements.

     For further information, refer to the consolidated financial statements and
     footnotes  thereto included in the Company's Annual Report on Form 10-K for
     the  year  ended  June  30,  2002.


2.   Net Income Per Share
     --------------------

     Basic  income  per common share excludes any dilution. It is based upon the
     weighted  average  number  of  common shares outstanding during the period.
     Dilutive  earnings  per  share  reflects  the potential dilution that would
     occur  if  options  to  purchase common stock were exercised. The following
     table  sets forth the reconciliation of weighted average shares outstanding
     and  diluted  weighted  average  shares  outstanding:

<TABLE>
<CAPTION>
                                  For the Nine months    For the Three months
                                    Ended March 31,        Ended March 31,
                                    2003       2002       2003        2002
                                  ---------  ---------  ---------  ----------
<S>                               <C>        <C>        <C>        <C>
Weighted average common
  shares outstanding              6,420,118  6,068,272  6,643,300   6,096,887
Dilutive effect of stock options    178,490    179,489     43,681       _ (a)
                                  ---------  ---------  ---------  ----------
Diluted weighted average common
  shares outstanding              6,598,608  6,247,761  6,686,981   6,096,887
                                  =========  =========  =========  ==========
</TABLE>

     (a)  Effect  of  stock  options  not  included  as their inclusion would be
          anti-dilutive.

3.   Comprehensive  Income
     ---------------------
     Total comprehensive income was $221,391 and $600,974 for the three and nine
     months  ended  March  31, 2003, respectively, and $115,810 and $101,201 for
     the  three  and nine months ended March 31, 2002, respectively. Accumulated
     other  comprehensive  loss  is  comprised  of  foreign currency translation
     adjustments.


                                        8
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     (Information with respect to interim periods is unaudited) (CONTINUED)
     ======================================================================

4.  Stock-Based  Compensation
    -------------------------
     The  Company  complies  with the disclosure-only provisions of Statement of
     Financial  Accounting  Standards  ("SFAS")  No.  123,  "Accounting  for
     Stock-Based  Compensation"  ("SFAS  No.  123").  This statement established
     financial  accounting  and  reporting  standards  for  stock-based employee
     compensation  plans. The provisions of SFAS 123 encourage entities to adopt
     a  fair  value-based  method  of  accounting  for stock compensation plans;
     however,  these  provisions  also permit the Company to continue to measure
     compensation  costs  under  pre-existing  accounting  pronouncements.  In
     December 2002, the Financial Accounting Standard Board ("FASB") issued SFAS
     No.  148,  "Accounting  for  Stock-Based  Compensation  -  Transition  and
     Disclosure."  ("SFAS  No.  148").  SFAS  148  amends  SFAS  123  to provide
     alternative  methods  of  transition  for  a  voluntary  change in the fair
     value-based  method of accounting for stock-based employee compensation. In
     addition,  SFAS  148  amends  the  disclosure  requirements  of SFAS 123 to
     require  more  prominent  disclosure  in  both annual and interim financial
     statements  about  the  method  of  accounting  for  stock-based  employee
     compensation  and  the  effect  of the method used on reported results. The
     additional  disclosure  requirements  of  SFAS  148  have been incorporated
     herein.  Pursuant  to  SFAS  123,  the  Company has elected to continue the
     accounting set forth in Accounting Principles Board ("APB") Opinion No. 25,
     "Accounting  for  Stock Issued to Employees" ("ABP No. 125") and to provide
     the  necessary  pro  forma  disclosures.

     The  following  table  illustrates  the effect on net income (loss) and net
     income  (loss)  per  share  as  if  the  Company had applied the fair value
     recognition  provisions  of  SFAS 123 to stock-based employee compensation.

<TABLE>
<CAPTION>
                                   For the Three Months    For the Nine Months
                                      Ended March 31,        Ended March 31,
                                     2003        2002        2003        2002
                                  ----------  ----------  ----------  ----------
<S>                               <C>         <C>         <C>         <C>
Net income (loss)-  As reported:  $ 244,435   $(210,772)  $ 408,633   $   6,793
Stock based compensation
   determined under SFAS 123       (117,817)   (313,694)   (268,441)   (532,796)
                                  ----------  ----------  ----------  ----------
Net income (loss)-  Pro forma:    $ 126,618   $(524,466)  $ 140,192   $(526,003)
Net income (loss) per share -
    Basic:
    As reported                   $     .04   $    (.03)  $     .06   $       -
    Pro forma                     $     .02   $    (.09)  $     .02   $    (.09)
Net income (loss) per share -
    Diluted:
    As reported                   $     .04   $    (.03)  $     .06   $       -
    Pro forma                     $     .02   $    (.09)  $     .02   $    (.08)
</TABLE>


5.   Acquisition

     Labcaire Systems Ltd. ("Labcaire")
     ----------------------------------
     In  October  2002,  under  the terms of the revised purchase agreement (the
     "Labcaire  Agreement")  with Labcaire (as discussed in the Company's Annual
     Report  on  Form  10-K  for the year ended June 30, 2002), the Company paid
     $232,394  for  9,286  shares  (2.70%)  of  the  outstanding common stock of
     Labcaire bringing the acquired interest to 100%. This represents the fiscal
     2003  buy-back,  as  defined  in the Labcaire Agreement. The balance of the
     capital  stock  of  Labcaire  was owned by three executives and one retired
     executive  of  Labcaire who had the right, under the Labcaire Agreement, to
     require  the  Company to repurchase such shares at a price equal to its pro
     rata  share  of  8.5  times  Labcaire's earnings before interest, taxes and
     management  charges  for  the  preceding  fiscal  year.


                                        9
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     (Information with respect to interim periods is unaudited) (CONTINUED)
     ======================================================================

6.   Inventories
     -----------

     Inventories  are  summarized  as  follows:

<TABLE>
<CAPTION>
                 MARCH 31, 2003   June 30, 2002
                 ---------------  --------------
<S>              <C>              <C>
Raw materials    $     4,563,225  $    3,701,925
Work-in-process        1,649,126         824,289
Finished goods         3,240,045       2,644,630
                 ---------------  --------------
                 $     9,452,396  $    7,170,844
                 ===============  ==============
</TABLE>


7.   Accrued Expenses and Other Current Liabilities
     ----------------------------------------------

     The following summarizes accrued expenses and other current liabilities:

<TABLE>
<CAPTION>
                                          MARCH 31, 2003   June 30, 2002
                                          ---------------  --------------
<S>                                       <C>              <C>
Accrued payroll and vacation              $       165,733  $      165,350
Accrued sales tax                                       -           7,262
Accrued commissions and bonuses                    83,586         216,343
Customer deposits and deferred contracts          887,304         526,560
Accrued professional fees                         155,911         229,750
Warranty                                           62,583          68,000
Other                                              14,361          91,559
                                          ---------------  --------------
                                          $     1,369,478  $    1,304,824
                                          ===============  ==============
</TABLE>

8.   Loans to Affiliate
     ------------------

Hearing  Innovations,  Inc.
---------------------------
During  fiscal  2003,  the Company entered into thirteen loan agreements whereby
Hearing Innovations, Inc. ("Hearing Innovations") is required to pay the Company
an aggregate amount of $231,982 due November 30, 2003.   All notes bear interest
at 8% per annum.  The notes are secured by a lien on all of Hearing Innovations'
right, title and interest in accounts receivable, inventory, property, plant and
equipment  and  processes  of specified products whether now existing or arising
after  the  date  of  these agreements.  The loan agreements contain warrants to
acquire 207,741 shares of Hearing Innovations common stock, at the option of the
Company, at a cost of $.10 to $1.00 per share.  These warrants, which are deemed
nominal  in  value,  expire  in October 2005.  The Company recorded an allowance
against  the  entire  balance of $208,741 for the above loans as well as accrued
interest  of  $23,241.   The  related  expense  has  been  included  in  loss on
impairment of Hearing Innovations in the accompanying consolidated statements of
operations.  The  Company  believes  the loans and related interest are impaired
since  the  Company  does  not  anticipate  that  these  loans  will  be paid in
accordance  with  the  contractual  terms  of  the loan agreements.  The current
ability  of  companies  such as Hearing Innovations to access capital markets or
incur  third  party  debt  is  very  limited  and is likely to remain so for the
foreseeable  future.  In  light  of  this  fact, the Company continues to review
strategic  options  available  to  it  and  Hearing  Innovations  due to Hearing
Innovations'  continuing  need  for  financial  support.


                                       10
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     (Information with respect to interim periods is unaudited) (CONTINUED)
     ======================================================================


9.  Business  Segments
    ------------------

     The  Company  operates  in  two  business  segments  which are organized by
     product types: industrial products and medical devices. Industrial products
     include  the  Sonicator  ultrasonic  liquid  processor,  Aura ductless fume
     enclosure,  the  Labcaire  Autoscope  and  Guardian  endoscope disinfectant
     systems  and  the  Mystaire  wet scrubber. Medical devices include the Auto
     Sonix  ultrasonic  cutting  and  coagulatory  system,  refurbishing  of
     high-performance  ultrasound  systems,  replacement  transducers  for  the
     medical diagnostic ultrasound industry, ultrasonic lithotriptor, ultrasonic
     neuroaspirator  (used  for  neurosurgery)  and  soft tissue aspirator (used
     primarily  for  the  cosmetic  surgery  market).  The Company evaluates the
     performance  of  the  segments  based  upon  income  from operations before
     general  and  administrative  expenses and litigation (recovery) settlement
     expenses.  The  accounting  policies  of the segments are the same as those
     described in the summary of significant accounting policies (Note 1) in the
     Company's  Annual  Report  on  Form  10-K for the year ended June 30, 2002.
     Certain  items are maintained at the corporate headquarters (corporate) and
     are  not  allocated  to  the  segments.  They primarily include general and
     administrative  expenses and litigation (recovery) settlement expenses. The
     Company  does  not  allocate  assets  by  segment.  Summarized  financial
     information  for  each  of  the  segments  are  as  follows:

     For  the  nine  months  ended  March  31,  2003:

<TABLE>
<CAPTION>
                                                        (a)
                             MEDICAL   INDUSTRIAL  CORPORATE AND
                            DEVICES     PRODUCTS    UNALLOCATED      TOTAL
                          -----------  -----------  ------------  -----------
<S>                       <C>          <C>          <C>           <C>
Net sales                 $11,769,483  $12,163,029  $         -   $23,932,512
Cost of goods sold          6,471,209    7,259,909            -    13,731,118
                          -----------  -----------                -----------
Gross profit                5,298,274    4,903,120            -    10,201,394
Selling expenses            1,037,082    2,086,143            -     3,123,225
Research and
  development expenses      1,079,821      519,945            -     1,599,766
                          -----------  -----------                -----------
Total operating expenses    2,116,903    2,606,088    4,765,594     9,488,585
                          -----------  -----------  ------------  -----------
Income from operations    $ 3,181,371  $ 2,297,032  $(4,765,594)  $   712,809
                          ===========  ===========  ============  ===========
</TABLE>

(a)  Amount represents general and administrative and litigation (recovery)
     settlement expenses.

     For the three months ended March 31, 2003:

<TABLE>
<CAPTION>
                                                      (a)
                            MEDICAL   INDUSTRIAL  CORPORATE AND
                            DEVICES    PRODUCTS    UNALLOCATED     TOTAL
                          ----------  ----------  ------------  ----------
<S>                       <C>         <C>         <C>           <C>
Net sales                 $4,557,903  $4,189,774  $         -   $8,747,677
Cost of goods sold         2,389,023   2,519,636            -    4,908,659
                          ----------  ----------                ----------
Gross profit               2,168,880   1,670,138            -    3,839,018
Selling expenses             393,402     697,260            -    1,090,662
Research and development
  expenses                   388,968     194,910            -      583,878
                          ----------  ----------                ----------
Total operating expenses     782,370     892,170    1,766,091    3,440,631
                          ----------  ----------  ------------  ----------
Income from operations    $1,386,510  $  777,968  $(1,766,091)  $  398,387
                          ==========  ==========  ============  ==========
</TABLE>

(a)  Amount represents general and administrative and litigation (recovery)
     settlement expenses.


                                       11
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     (Information with respect to interim periods is unaudited) (CONTINUED)
     ======================================================================


For the nine months ended March 31, 2002:

<TABLE>
<CAPTION>
                                                       (a)
                            MEDICAL   INDUSTRIAL  CORPORATE AND
                            DEVICES    PRODUCTS    UNALLOCATED      TOTAL
                          ----------  -----------  ------------  -----------
<S>                       <C>         <C>          <C>           <C>
Net sales                 $8,139,343  $13,557,935  $         -   $21,697,278
Cost of goods sold         4,591,768    7,547,035            -    12,138,803
                          ----------  -----------                -----------
Gross profit               3,547,575    6,010,900            -     9,558,475
Selling expenses             812,806    2,408,969            -     3,221,775
Research and development
  expenses                 1,205,684      405,621            -     1,611,305
                          ----------  -----------                -----------
Total operating expenses   2,018,490    2,814,590    4,556,949     9,390,029
                          ----------  -----------  ------------  -----------
Income from operations    $1,529,085  $ 3,196,310  $(4,556,949)  $   168,446
                          ==========  ===========  ============  ===========
</TABLE>

(a)  Amount represents general and administrative expenses.

For the three months ended March 31, 2002:

<TABLE>
<CAPTION>
                                                            (a)
                                MEDICAL    INDUSTRIAL  CORPORATE AND
                                 DEVICES    PRODUCTS    UNALLOCATED     TOTAL
                               ----------  ----------  ------------  -----------
<S>                            <C>         <C>         <C>           <C>
Net sales                      $2,335,242  $5,035,978  $         -   $7,371,220
Cost of goods sold              1,439,075   2,884,177            -    4,323,252
                               ----------  ----------                -----------
Gross profit                      896,167   2,151,801            -    3,047,968
Selling expenses                  272,636     891,651            -    1,164,287
Research and development
  expenses                        527,095     120,013            -      647,108
                               ----------  ----------                -----------
Total operating expenses          799,731   1,011,664    1,551,239    3,362,634
                               ----------  ----------  ------------  -----------

Income (loss) from operations  $   96,436  $1,140,137  $(1,551,239)  $ (314,666)
                               ==========  ==========  ============  ===========
</TABLE>

(a)  Amount represents general and administrative expenses.

The  Company's  revenues  are  generated  from  various  geographic regions. The
following  is  an  analysis  of  net  sales  by  geographic  region:

     For the nine months ended March 31:

<TABLE>
<CAPTION>
                    2003         2002
                 -----------  -----------
                     (IN THOUSANDS)
<S>              <C>          <C>
United States    $15,717,000  $14,502,000
Canada               310,000       55,000
Mexico                 6,000            -
United Kingdom     5,903,000    5,294,000
Europe             1,015,000      806,000
Asia                 758,000      638,000
Middle East           48,000       99,000
Other                176,000      303,000
                 -----------  -----------
                 $23,933,000  $21,697,000
                 ===========  ===========
</TABLE>


                                       12
<PAGE>
                                  MISONIX, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
     (Information with respect to interim periods is unaudited) (CONTINUED)
     ======================================================================

10.  Revolving  Credit  Facilities
     -----------------------------

     On  July  1,  2002, Labcaire replaced its bank overdraft facility with HSBC
     Bank plc with a debt purchase agreement with Lloyds TSB Commercial Finance.
     The  current  facility  is more flexible than the prior facility. The prior
     facility established a sum certain limit whereas the current facility has a
     credit  limit  based  upon United Kingdom domestic and European receivables
     outstanding. The Company's needs are better served by the current facility.
     The  amount  of  this  facility  is  approximately $1,384,000 (950,000 Lbs.
     Sterling)  and  bears  interest  at  the  bank's base rate plus 1.75% and a
     service charge of .15% of sales invoice value and fluctuates based upon the
     outstanding  United  Kingdom  and  European  receivables.  The  outstanding
     balance  at  March  31,  2003  and June 30, 2002 are $706,083 and $730,092,
     respectively.  The agreement expires on June 28, 2003 and covers all United
     Kingdom  and  European  sales.



                                       13
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                ================================================

ITEM  2.     MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF FINANCIAL CONDITION AND
RESULTS  OF  OPERATIONS.

Nine Months Ended March 31, 2003 and 2002.

NET  SALES:  Net  sales of the Company's medical devices and industrial products
-----------
increased  $2,235,234  to  $23,932,512  for the nine months ended March 31, 2003
from  $21,697,278  for the nine months ended March 31, 2002.  This difference in
net sales is due to an increase in sales of medical devices of $3,630,140 offset
by  lower  industrial  products  sales  of  $1,394,906. The increase in sales of
medical  devices is due to an increase in sales of diagnostic medical devices of
$1,794,452  and  an  increase  of  $1,835,688  in  sales  of therapeutic medical
devices,  both  due  to  increased  customer  demand  for several diagnostic and
therapeutic  medical  products.  The increase in sales was not attributable to a
single  customer,  distributor  or  any other specific factor.  The increase was
across  all  products  for  which  there  was increased demand.  The decrease in
industrial  products  is  due  to  decreased wet scrubber sales of $1,336,553, a
decrease  in  ultrasonic  sales  of  $53,554  and  a  decrease  in ductless fume
enclosure sales of $495,419 primarily offset by an increase in Labcaire sales of
$490,620.  Wet  scrubber sales continue to be adversely affected by the downturn
of  the  semi-conductor  market.  The  decrease in fume enclosure and ultrasonic
sales  is  due  to  lower  customer  demand  for several industrial products and
current  economic  conditions for such products.  The increase in Labcaire sales
is  primarily  due to the product demand for the new Guardian product introduced
in  December  2001,  which  is  currently  compliant with the new United Kingdom
standards for such products.  Approximately 29% of the Company's revenues in the
period  ending  March 31, 2003 were received in English Pounds currency.  To the
extent  that  the  Company's  revenues  are  generated  in  English  Pounds, its
operating  results are translated for reporting purposes into U.S. Dollars using
rates  of  1.57  and  1.46  for  the  nine months ended March 31, 2003 and 2002,
respectively.  A  strengthening  of  the  English Pound, in relation to the U.S.
Dollar,  will  have  the effect of increasing its reported revenues and profits,
while a weakening of the English Pound will have the opposite effect.  Since the
Company's  operations in England generally sets prices and bids for contracts in
English Pounds, a strengthening of the English Pound, while increasing the value
of  its  UK assets, might place the Company at a pricing disadvantage in bidding
for  work  from  manufacturers  based  overseas.  The  Company  collects  its
receivables  in  the  currency  the  subsidiary resides in.  The Company has not
engaged in foreign currency hedging transactions, which include forward exchange
agreements.

The  Company's  revenues  are  generated  from  various  geographic regions. The
following  is  an  analysis  of  net  sales  by  geographic  region:

For  the  nine  months  ended  March  31:

<TABLE>
<CAPTION>
                    2003         2002
                 -----------  -----------
                     (IN THOUSANDS)
<S>              <C>          <C>
United States    $15,717,000  $14,502,000
Canada               310,000       55,000
Mexico                 6,000            -
United Kingdom     5,903,000    5,294,000
Europe             1,015,000      806,000
Asia                 758,000      638,000
Middle East           48,000       99,000
Other                176,000      303,000
                 -----------  -----------
                 $23,933,000  $21,697,000
                 ===========  ===========
</TABLE>


                                       14
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

The  Company  does  not  allocate  assets  by  segment.  Summarized  financial
information  for  each  of  the  segments  are  as  follows:

For  the  nine  months  ended  March  31,  2003:

<TABLE>
<CAPTION>
                                                                 (a)
                                     MEDICAL     NDUSTRIAL  CORPORATE AND
                                     DEVICES     PRODUCTS    UNALLOCATED      TOTAL
                                   -----------  -----------  ------------  -----------
<S>                                <C>          <C>          <C>           <C>
Net sales                          $11,769,483  $12,163,029  $         -   $23,932,512
Cost of goods sold                   6,471,209    7,259,909            -    13,731,118
                                   -----------  -----------                -----------
Gross profit                         5,298,274    4,903,120            -    10,201,394
Selling expenses                     1,037,082    2,086,143            -     3,123,225

Research and development expenses    1,079,821      519,945            -     1,599,766
                                   -----------  -----------                -----------
Total operating expenses             2,116,903    2,606,088    4,765,594     9,488,585
                                   -----------  -----------  ------------  -----------
Income from operations             $ 3,181,371  $ 2,297,032  $(4,765,594)  $   712,809
                                   ===========  ===========  ============  ===========
<FN>
(a)  Amount represents general and administrative and litigation (recovery)
     settlement expenses.
</TABLE>

For  the  nine  months  ended  March  31,  2002:

<TABLE>
<CAPTION>
                                                       (a)
                            MEDICAL   INDUSTRIAL  CORPORATE AND
                            DEVICES    PRODUCTS    UNALLOCATED      TOTAL
                          ----------  -----------  ------------  -----------
<S>                       <C>         <C>          <C>           <C>
Net sales                 $8,139,343  $13,557,935  $         -   $21,697,278
Cost of goods sold         4,591,768    7,547,035            -    12,138,803
                          ----------  -----------                -----------
Gross profit               3,547,575    6,010,900            -     9,558,475
Selling expenses             812,806    2,408,969            -     3,221,775
Research and development
  expenses                 1,205,684      405,621            -     1,611,305
                          ----------  -----------                -----------
Total operating expenses   2,018,490    2,814,590    4,556,949     9,390,029
                          ----------  -----------  ------------  -----------
Income from operations    $1,529,085  $ 3,196,310  $(4,556,949)  $   168,446
                          ==========  ===========  ============  ===========
<FN>
(a)  Amount represents general and administrative expenses.
</TABLE>

GROSS  PROFIT:  Gross  profit decreased to 42.6% for the nine months ended March
--------------
31,  2003  from 44.1% for the nine months ended March 31, 2002.  The decrease in
gross  profit  is predominantly due to the reduced revenue volume for industrial
products

SELLING  EXPENSES: Selling expenses decreased $98,550 to $3,123,225 for the nine
------------------
months  ended March 31, 2003 from $3,221,775 for the nine months ended March 31,
2002.  Medical  device  selling expenses increased $224,276 predominantly due to
additional  sales  and  marketing  efforts  for  diagnostic  medical  devices.
Industrial  selling  expenses decreased $322,826 predominantly due to a decrease
in  fume  enclosure  and  industrial  ultrasonic  commissions  and  wet scrubber
salaries,  due  to  the  reduction  of  staff,  and  marketing  expenses.

GENERAL  AND  ADMINISTRATIVE  EXPENSES:  General  and  administrative  expenses
--------------------------------------
increased  $409,751  from  $4,556,949 in the nine months ended March 31, 2002 to
$4,966,700  in  the  nine  months  ended  March  31,  2003.  The  increase  is
predominantly due to an increase in general and administrative expenses relating
to  severance costs and an increase in administrative staff, all attributable to
Labcaire.


                                       15
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

RESEARCH  AND  DEVELOPMENT EXPENSES: Research and development expenses decreased
------------------------------------
$11,539  from  $1,611,305 for the nine months ended March 31, 2002 to $1,599,766
for  the  nine months ended March 31, 2003.  During the first and second quarter
of  fiscal  2003,  the  Company  funded  $100,000 to Focus Surgery, Inc. ("Focus
Surgery")  to  start research and development for the treatment of kidney tumors
utilizing  high  intensity  focused  ultrasound technology.  The Company has the
right  to  the technology if the Company funds the development.  The Company has
exercised  its  right and started to fund the development of treatment of kidney
tumors.  During  the  second  and third quarters of fiscal 2003, three customers
reimbursed  the  Company,  in  the amount of approximately $188,000, for certain
product  development  expenditures  incurred.

LITIGATION  (RECOVERY)  SETTLEMENT  EXPENSES: The Company recorded a reversal of
---------------------------------------------
the  litigation settlement for the nine months ended March 31, 2003 of $201,106.
The  recovery  of  litigation settlement expenses represents the sale of Lysonix
2000  units by Mentor Corporation ("Mentor") that were received from Mentor from
LySonix,  Inc.  ("LySonix")  in  connection  with  inventory  received under the
settlement  agreement  with LySonix.  This inventory was previously reserved for
in  fiscal  year  June 30, 2002, as its sale ability was uncertain.  For further
information,  refer  to  the  consolidated  financial  statements  and footnotes
thereto  included in the Company's Annual Report on Form 10-K for the year ended
June  30,  2002.

OTHER INCOME (EXPENSE): Other income during the nine months ended March 31, 2003
-----------------------
was  $73,774.  During  the  nine  months  ended March 31, 2002, other income was
$10,915.  The  increase  of  $62,859  was primarily due to a decrease in loss on
impairment  of investments of Focus Surgery of $383,250 and Hearing Innovations,
Inc.  ("Hearing  Innovations")  of  $138,469,  offset by lower royalty income of
$228,127  and  lower interest income of $206,711.  The decrease in impairment of
Focus Surgery and Hearing Innovations is a direct result of current period loans
to  Focus  Surgery  and Hearing Innovations being less than in the prior period.
Royalties  decreased  since  the  first  six  months  of  fiscal  2002  included
additional  royalty  payments of approximately $150,000, which was based upon an
audit  of  U.S Surgical's records for prior years' royalties.  The audit yielded
that U.S Surgical owed and subsequent paid for royalties due on prior year sales
that  were  not  included in the original royalty computation.   The decrease in
interest  income  is  due  to  less  cash on hand and interest yields during the
current  nine-month  period  as  compared  to  the  prior  nine-month  period.

INCOME  TAXES:  The  effective tax rate is 48.3% for the nine months ended March
--------------
31, 2003 as compared to an effective tax rate of 96.7% for the nine months ended
March  31, 2002.  The current effective income tax rate of 48.3% was impacted by
no  corresponding  income  tax  benefit  from  the loss on impairment of Hearing
Innovations and Focus Surgery by $95,826 plus the standard consolidated tax rate
of  approximately  35%.  The loss on impairment of Hearing Innovations and Focus
Surgery  are recorded with no corresponding tax benefit since these transactions
are  capital  losses.  Benefit  for  such  losses  are  only received if Hearing
Innovations  and  Focus  Surgery  have  the  ability  to generate capital gains.


                                       16
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

Three  Months  Ended  March  31,  2003  and  2002.

NET  SALES:  Net  sales of the Company's medical devices and industrial products
-----------
increased  $1,376,457  to  $8,747,677  for the three months ended March 31, 2003
from  $7,371,220  for the three months ended March 31, 2002.  This difference in
net sales is due to an increase in sales of medical devices of $2,222,661 offset
by lower industrial products sales of $846,204. The increase in sales of medical
devices is due to an increase in sales of diagnostic medical devices of $848,738
and  an increase of $1,373,923 in sales of therapeutic medical devices, both due
to  increased  customer  demand  for  several diagnostic and therapeutic medical
products.  The  decrease in industrial products is due to decreased wet scrubber
sales of $337,141, a decrease in ductless fume enclosure sales of $108,008 and a
decrease  in  Labcaire  sales  of  $441,465  primarily  offset by an increase in
ultrasonic  sales  of  $40,410.  Wet  scrubber  sales  continue  to be adversely
affected  by  the  downturn  of the semi-conductor market.  The decrease in fume
enclosure sales is due to lower customer demand for various products and current
economic conditions for such products.  The decrease in Labcaire sales is due to
lower  Guardian  product  sales  To  the  extent that the Company's revenues are
generated  in English Pounds, its operating results are translated for reporting
purposes  into  U.S.  Dollars  using  rates of 1.57 and 1.46 for the nine months
ended  March  31,  2003  and 2002, respectively.  A strengthening of the English
Pound,  in  relation  to the U.S. Dollar, will have the effect of increasing its
reported  revenues and profits, while a weakening of the English Pound will have
the  opposite  effect.  Since the Company's operations in England generally sets
prices  and bids for contracts in English Pounds, a strengthening of the English
Pound, while increasing the value of its UK assets, might place the Company at a
pricing disadvantage in bidding for work from manufacturers based overseas.  The
Company collects its receivables in the currency the subsidiary resides in.  The
Company  has not engaged in foreign currency hedging transactions, which include
forward  exchange  agreements.

The  Company's  revenues  are  generated  from  various  geographic regions. The
following  is  an  analysis  of  net  sales  by  geographic  region:

For  the  three  months  ended  March  31:

<TABLE>
<CAPTION>
                    2003        2002
                 ----------  -----------
                    (IN THOUSANDS)
<S>              <C>         <C>
United States    $5,651,000  $3,972,000
Canada              144,000     (61,000)
Mexico                3,000           -
United Kingdom    2,258,000   2,683,000
Europe              338,000     386,000
Asia                263,000     154,000
Middle East           5,000     (10,000)
Other                86,000     247,000
                 ----------  -----------
                 $8,748,000  $7,371,000
                 ==========  ===========
</TABLE>


                                       17
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================


The  Company  does  not  allocate  assets  by  segment.  Summarized  financial
information  for  each  of  the  segments  are  as  follows:

For  the  three  months  ended  March  31,  2003:

<TABLE>
<CAPTION>
                                                     (a)
                           MEDICAL    INDUSTRIAL  CORPORATE AND
                           DEVICES     PRODUCTS   UNALLOCATED     TOTAL
                          ----------  ----------  ------------  ----------
<S>                       <C>         <C>         <C>           <C>
Net sales                 $4,557,903  $4,189,774  $         -   $8,747,677
Cost of goods sold         2,389,023   2,519,636            -    4,908,659
                          ----------  ----------                ----------
Gross profit               2,168,880   1,670,138            -    3,839,018
Selling expenses             393,402     697,260            -    1,090,662
Research and development
  expenses                   388,968     194,910            -      583,878
                          ----------  ----------                ----------
Total operating expenses     782,370     892,170    1,766,091    3,440,631
                          ----------  ----------  ------------  ----------
Income from operations    $1,386,510  $  777,968  $(1,766,091)  $  398,387
                          ==========  ==========  ============  ==========
</TABLE>

(a)  Amount represents general and administrative and litigation (recovery)
     settlement expenses.

For  the  three  months  ended  March  31,  2002:

<TABLE>
<CAPTION>
                                                          (a)
                                MEDICAL    INDUSTRIAL CORPORATE AND
                                DEVICES     PRODUCTS   UNALLOCATED      TOTAL
                               ----------  ----------  ------------  -----------
<S>                            <C>         <C>         <C>           <C>
Net sales                      $2,335,242  $5,035,978  $         -   $7,371,220
Cost of goods sold              1,439,075   2,884,177            -    4,323,252
                               ----------  ----------                -----------
Gross profit                      896,167   2,151,801            -    3,047,968
Selling expenses                  272,636     891,651            -    1,164,287
Research and development
  expenses                        527,095     120,013            -      647,108
                               ----------  ----------                -----------
Total operating expenses          799,731   1,011,664    1,551,239    3,362,634
                               ----------  ----------  ------------  -----------

Income (loss) from operations  $   96,436  $1,140,137  $(1,551,239)  $ (314,666)
                               ==========  ==========  ============  ===========
</TABLE>

(a)  Amount represents general and administrative expenses.


GROSS  PROFIT:  Gross profit increased to 43.9% for the three months ended March
--------------
31,  2003 from 41.4% for the three months ended March 31, 2002.  The increase in
gross  profit is due predominantly to an increase in higher margin product sales
predominately  from  diagnostic  medical  devices

SELLING EXPENSES: Selling expenses decreased $73,625 to $1,090,662 for the three
-----------------
months ended March 31, 2003 from $1,164,287 for the three months ended March 31,
2002.  Medical  device  selling expenses increased $120,766 predominantly due to
additional  sales  and  marketing  efforts  for  diagnostic  medical  devices.
Industrial  selling  expenses decreased $194,391 predominantly due to a decrease
in  fume  enclosure  and ultrasonic commissions, wet scrubber salaries, due to a
reduction in staff and marketing expenses and by a decrease in marketing efforts
by  Labcaire.


                                       18
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

GENERAL  AND  ADMINISTRATIVE  EXPENSES:  General  and  administrative  expenses
--------------------------------------
increased  $263,330  from $1,551,239 in the three months ended March 31, 2002 to
$1,814,569  in  the  three  months  ended  March  31,  2003.  The  increase  is
predominantly due to an increase in general and administrative expenses relating
to  severance costs and an increase in administrative staff, all attributable to
Labcaire.

RESEARCH  AND  DEVELOPMENT EXPENSES: Research and development expenses decreased
------------------------------------
$63,230  from $647,108 for the three months ended March 31, 2002 to $583,878 for
the  three  months  ended  March 31, 2003.  The decrease is predominantly due to
decreased research and development on medical device products of $138,127 offset
by  increased  efforts  for  industrial  products  in  the  amount  of  $74,897.

LITIGATION  (RECOVERY)  SETTLEMENT  EXPENSES: The Company recorded a reversal of
---------------------------------------------
the  litigation  settlement  during the third quarter of fiscal 2003 of $48,478.
The  recovery  of  litigation settlement expenses represents the sale of Lysonix
2000  units  by Mentor that were received from Mentor from LySonix in connection
with  inventory  received  under  the  settlement  agreement with LySonix.  This
inventory  was previously reserved for in fiscal year June 30, 2002, as its sale
ability  was  uncertain.  For  further  information,  refer  to the consolidated
financial  statements  and  footnotes  thereto  included in the Company's Annual
Report  on  Form  10-K  for  the  year  ended  June  30,  2002.

OTHER  INCOME  (EXPENSE):  Other  income during the three months ended March 31,
-------------------------
2003  was  $53,442.  During the three months ended March 31, 2002, other expense
was $73,840.  The increase of $127,282 was principally due to a decrease in loss
on  impairment  of  investments  of  Hearing  Innovations  of $106,736 and Focus
Surgery  of  $70,273.  The  decrease in impairment is a direct result of current
period  loans  to  Hearing  Innovations and Focus Surgery being less than in the
prior  period.

INCOME  TAXES:  The effective tax rate is 42.1% for the three months ended March
--------------
31,  2003  as  compared  to  an effective tax rate of 46.5% for the three months
ended  March  31,  2002.  The  current  effective  income  tax rate of 42.1% was
impacted  by  no corresponding income tax benefit from the loss on impairment of
Hearing  Innovations  by  $19,139  plus  the  standard  consolidated tax rate of
approximately  35%.  The  loss  on impairment of Hearing Innovations is recorded
with  no  corresponding  tax  benefit  as these transactions are capital losses.
Benefit for such losses are only received if Hearing Innovations has the ability
to  generate  capital  gains.


                                       19
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

CRITICAL  ACCOUNTING  POLICIES:

General:  Financial  Reporting  Release  No.  60,  which  was  released  by  the
--------
Securities  and  Exchange Commission in December 2001, requires all companies to
include  a  discussion  of  critical  accounting policies or methods used in the
preparation  of  the  financial statements.  Note 1 of the Notes to Consolidated
Financial  Statements  included  in the Company's Annual Report on Form 10-K for
the  year  ended  June  30, 2002 includes a summary of the Company's significant
accounting  policies  and  methods  used  in  the  preparation  of its financial
statements.  The  Company's  discussion  and analysis of its financial condition
and  results  of  operations  are based upon the Company's financial statements,
which  have  been  prepared  in  accordance with accounting principles generally
accepted  in  the  United States.  The preparation of these financial statements
requires  the  Company  to make estimates and judgments that affect the reported
amounts  of  assets,  liabilities, revenues and expenses.  On an on-going basis,
management evaluates its estimates and judgments, including those related to bad
debts,  inventories,  goodwill,  property, plant and equipment and income taxes.
Management  bases  its  estimates  and judgments on historical experience and on
various  other  factors  that  are  believed  to  be  reasonable  under  the
circumstances,  the  results  of which form the basis for making judgments about
the carrying values of assets and liabilities that are not readily apparent from
other  sources.  Actual  results may differ from these estimates under different
assumptions  or  conditions.  The  Company considers certain accounting policies
related  to  allowance  for  doubtful accounts, inventories, property, plant and
equipment,  goodwill  and  income  taxes  to  be  critical  policies  due to the
estimation  process  involved  in  each.

Allowance  for  Doubtful  Accounts:  The  Company's  policy  is  to  review  its
-----------------------------------
customers'  financial  condition  prior  to  extending  credit  and,  generally,
collateral  is  not required.  The Company utilizes letters of credit on foreign
or  export  sales  where  appropriate.

Inventories:  Inventories  are stated at the lower of cost (first-in, first-out)
------------
or  market  and  consist  of  raw materials, work-in-process and finished goods.
Management evaluates the need to record adjustments for impairments of inventory
on  a  quarterly  basis.  The Company's policy is to assess the valuation of all
inventories,  including  raw  materials,  work-in-process  and  finished  goods.

Property,  Plant  and  Equipment:  Property, plant and equipment are recorded at
---------------------------------
cost. Depreciation of property and equipment is provided using the straight-line
method  over estimated useful lives ranging from 1 to 5 years.   Depreciation of
the  Labcaire  building  is  provided  using  the  straight-line method over the
estimated  useful  life  of 50 years.  Leasehold improvements are amortized over
the  life  of  the  lease  or the useful life of the related asset, whichever is
shorter.  The  Company's  policy is to periodically evaluate the appropriateness
of  the  lives assigned to property, plant and equipment and to make adjustments
if  necessary.


                                       20
<PAGE>
                                  MISONIX, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
            =========================================================

Goodwill:  In  July  2001,  the  Financial  Accounting  Standards  Board  issued
---------
Statement  of  Financial Accounting Standards ("SFAS") Nos. 141 ("SFAS 141") and
142  ("SFAS  142"),  "Business  Combinations" and "Goodwill and Other Intangible
Assets,"  respectively.  SFAS  141  replaces Accounting Principles Board ("APB")
Opinion  16  "Business Combinations" and requires the use of the purchase method
for  all business combinations initiated after June 30, 2001.  SFAS 142 requires
goodwill  and  intangible  assets  with  indefinite useful lives to no longer be
amortized,  but  instead be tested for impairment at least annually and whenever
events  or  circumstances  occur that indicate goodwill might be impaired.  With
the  adoption of SFAS 142, as of July 1, 2001, the Company reassessed the useful
lives  and  residual  values  of  all  acquired  intangible  assets  to make any
necessary  amortization  period  adjustments.  Based  on  that  assessment, only
goodwill  was  determined  to  have an indefinite useful life and no adjustments
were  made  to  the  amortization  period or residual values of other intangible
assets.  SFAS  142  provides  a six-month transitional period from the effective
date of adoption for the Company to perform an assessment of whether there is an
indication  that  goodwill  is  impaired.  To  the  extent that an indication of
impairment  exists, the Company must perform a second test to measure the amount
of  impairment.  The  second  test must be performed as soon as possible, but no
later  than  the end of the fiscal year.  Any impairment measured as of the date
of  adoption  will  be  recognized  as  the  cumulative  effect  of  a change in
accounting  principle.  The Company performed the first test and determined that
there  is  no  indication that the goodwill recorded is impaired and, therefore,
the  second  test  was  not  required.  The  Company  also  completed its annual
goodwill  impairment tests for fiscal 2002 in the fourth quarter.  There were no
indications  that  goodwill  recorded  was  impaired.  The  fiscal  2003  annual
impairment  test  will  be  performed  in  the  fourth  quarter.

Income  Taxes:  Income  taxes are accounted for in accordance with SFAS No. 109,
--------------
"Accounting  for  Income  Taxes".  Under  this  method,  deferred tax assets and
liabilities  are  recognized  for  the  future  tax consequences attributable to
differences  between the financial statement carrying amounts of existing assets
and  liabilities  and  their respective tax bases, operating loss and tax credit
carryforwards.  Deferred  tax  assets and liabilities are measured using enacted
tax  rates  expected  to  apply  to  taxable  income in the years in which those
temporary  differences  are  expected to be recovered or settled.  The effect on
deferred  tax  assets  and liabilities of a change in tax rates is recognized in
income  in  the  period  that  includes  the  enactment  date.

Stock-Based  Compensation: The Company accounts for its stock-based compensation
--------------------------
plans  in  accordance  with  APB Opinion No. 25, "Accounting for Stock Issued to
Employees"  ("APB  25")  and related interpretations.  Under APB 25, because the
exercise price of the Company's employee stock options is generally set equal to
the  market  price of the underlying stock on the date of grant, no compensation
expense  is  recognized.

LIQUIDITY  AND  CAPITAL  RESOURCES:

Working  capital  at  March  31,  2003  and  June  30,  2002 was $13,807,081 and
$11,854,281,  respectively.  In  the  nine  months  ended  March  31, 2003, cash
provided  by operations totaled $1,784,484.  The increase in the cash balance is
due  to  the  refund  of  prepaid income taxes offset by cash paid for inventory
purchased  for  unshipped orders.  In the nine months ended March 31, 2003, cash
used  in  investing  activities  was  $781,662, which primarily consisted of the
purchase of Labcaire stock, the purchase of property, plant and equipment during
the regular course of business and of loans made to Hearing Innovations.  In the
nine  months  ended  March  31,  2003, cash provided by financing activities was
$81,856, primarily consisting of proceeds from the exercise of stock options and
short-term  borrowings offset by payments of short-term borrowings and principal
payments  on  capital  lease  obligations.


                                       21
<PAGE>
                                  MISONIX, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
            =========================================================

Regulatory  Requirements
The Company's medical device products are subject to the regulatory requirements
of  the Food and Drug Administration ("FDA"). A medical device as defined by the
FDA  is  an  instrument,  apparatus implement, machine, contrivance, implant, in
vitro  reagent,  or  other  similar  or related article, including a components,
part,  or  accessory, which is recognized in the official National Formulary, or
the  United States Pharmacopoeia, or any supplement to them, intended for use in
the  diagnosis  of  disease  or  other  conditions,  or in the cure, mitigation,
treatment,  or  prevention  of disease, in man or animals, or intended to affect
the  structure  or  any  function of the body of man or other animals, and which
does  not  achieve  any of its primary intended purposes through chemical action
within  or  on  the body of man or other animals and which is not dependent upon
being  metabolized  for the achievement of any of its primary intended purposes.
All  current devices manufactured and sold by the Company have all the necessary
regulatory approvals. The Company's products that are subject to FDA regulations
for  product  labeling and promotion comply with all applicable regulations. The
Company  is  listed  with  the  FDA as a Medical Device Manufacturer and has the
appropriate  Establishment  Numbers  in  place.  The  Company  has  post-market
monitoring  system  in  place  such  as  Complaint  Handling  and Medical Device
Reporting  procedures. The Company is not aware of any situations which would be
adverse  at this time nor has the FDA sought legal remedies available against or
have  there  been any violations of its regulations alleged against the Company.

Hearing  Innovations,  Inc.
---------------------------
During  fiscal  2003,  the Company entered into thirteen loan agreements whereby
Hearing Innovations, Inc. ("Hearing Innovations") is required to pay the Company
an aggregate amount of $208,741 due November 30, 2003.   All notes bear interest
at 8% per annum.  The notes are secured by a lien on all of Hearing Innovations'
right, title and interest in accounts receivable, inventory, property, plant and
equipment  and  processes  of specified products whether now existing or arising
after  the  date  of  these agreements.  The loan agreements contain warrants to
acquire 207,741 shares of Hearing Innovations common stock, at the option of the
Company, at a cost of $.10 to $1.00 per share.  These warrants, which are deemed
nominal  in  value,  expire  in October 2005.  The Company recorded an allowance
against  the  entire  balance  of  $208,741  for  the above loans.   The related
expense  has  been  included in loss on impairment of Hearing Innovations in the
accompanying  consolidated  statements  of operations.  The Company believes the
loans  and  related  interest are impaired since the Company does not anticipate
that  these  loans  will be paid in accordance with the contractual terms of the
loan  agreements.  The  current ability of companies such as Hearing Innovations
to  access  capital  markets  or  incur  third party debt is very limited and is
likely  to  remain  so  for  the foreseeable future.  In light of this fact, the
Company  continues  to  review  strategic  options  available  to it and Hearing
Innovations  due  to Hearing Innovations' continuing need for financial support.

Revolving  Credit  Facilities
-----------------------------
On  July 1, 2002, Labcaire Systems Ltd. ("Labcaire") replaced its bank overdraft
facility  with  HSBC  Bank  plc  with  a debt purchase agreement with Lloyds TSB
Commercial  Finance.  The  current  facility  is  more  flexible  than the prior
facility.  The  prior facility established a sum certain limit where the current
facility  has  a  credit  limit  based upon United Kingdom domestic and European
receivables  outstanding.  The  Company's needs are better served by the current
facility.  The  amount  of  this facility is approximately $1,384,000 ( 950,000)
and  bears  interest  at the bank's base rate plus 1.75% and a service charge of
..15%  of  sales  invoice  value and fluctuates based upon the outstanding United
Kingdom and European receivables.  The outstanding balance at March 31, 2003 and
June 30, 2002 are $706,083 and $730,092, respectively.  The agreement expires on
June  28,  2003  and  covers  all  United  Kingdom  and  European  sales.


                                       22
<PAGE>
                                  MISONIX, INC.
                      MANAGEMENT'S DISCUSSION AND ANALYSIS
          OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
          ============================================================

Labcaire
--------
In  October  2002,  under  the  terms  of  the  revised  purchase agreement (the
"Labcaire Agreement") with Labcaire (as discussed in the Company's Annual Report
on  Form  10-K  for the year ended June 30, 2002), the Company paid $232,394 for
9,286  shares  (2.70%)  of the outstanding common stock of Labcaire bringing the
acquired interest to 100%.  This represents the fiscal 2003 buy-back, as defined
in  the  Labcaire  Agreement.   The balance of the capital stock of Labcaire was
owned  by  three  executives  and  one retired executive of Labcaire who had the
right,  under  Labcaire  Agreement,  to  require  the Company to repurchase such
shares  at  a price equal to its pro rata share of 8.5 times Labcaire's earnings
before  interest,  taxes  and  management charges for the preceding fiscal year.

Recent  Accounting  Pronouncements
----------------------------------
In  August  2001,  the Financial Accounting Standards Board ("FASB") issued FASB
Statement  No.  144,  "Accounting  for  the Impairment or Disposal of Long-Lived
Assets"  ("SFAS 144"), which supersedes both FASB Statement No. 121, "Accounting
for the Impairment of Long-Lived Assets and for Long-Lived Assets to Be Disposed
Of"  ("SFAS 121") and the accounting and reporting provisions of APB Opinion No.
30,  "Reporting the Results of Operations-Reporting the Effects of Disposal of a
Segment  of  a  Business,  and Extraordinary, Unusual and Infrequently Occurring
Events  and  Transactions"  ("Opinion  30"),  for the disposal of a segment of a
business  (as  previously  defined  in  that  Opinion).  SFAS  144  retains  the
fundamental  provisions  of  SFAS  121  for recognizing and measuring impairment
losses on long-lived assets held for use and long-lived assets to be disposed of
by  sale, while also resolving significant implementation issues associated with
SFAS  121.  For  example,  SFAS  144 provides guidance on how a long-lived asset
that  is used as part of a group should be evaluated for impairment, establishes
criteria  for  when  a  long-lived  asset  is  held for sale, and prescribes the
accounting  for  a long-lived asset that will be disposed of other than by sale.
SFAS  144  retains  the  basic  provisions  of  Opinion  30  on  how  to present
discontinued  operations  in the income statement but broadens that presentation
to  include  a  component  of  an  entity (rather than a segment of a business).
Unlike  SFAS 121, SFAS 144 does not address the impairment of goodwill.  Rather,
goodwill  is  evaluated  for  impairment under SFAS No. 142, "Goodwill and Other
Intangible  Assets".

The  Company  is  required  to  adopt  SFAS  144  no  later than the fiscal year
beginning  after  December  15,  2001.  In the first quarter of fiscal 2003, the
Company  adopted  SFAS  144  for long-lived assets held for use. The adoption of
SFAS  144  did  not have a material impact on the Company's financial statements
because  the impairment assessment under SFAS 144 is largely unchanged from SFAS
121.

In  December  2003,  the  FASB  issued  FASB  Statement No. 148, "Accounting for
Stock-Based  Compensation-Transition  and  Disclosure"  ("SFAS  148").  SFAS 148
amends  FASB Statement No. 123, "Accounting for Stock-Based Compensation" ("SFAS
123")  to  provide  alternative  methods of transition  to SFAS 123's fair value
method  of  accounting  for  stock-based  employee  compensation.  SFAS 148 also
amends  the  disclosure  provisions of SFAS 123 and ABP Opinion No. 28, "Interim
Financial  Reporting",  to  require  disclosure  in  the  summary of significant
accounting policies of the effects of an entity's accounting policy with respect
to  stock-based  employee  compensation  on reported net income and earnings per
share  in  annual  and interim financial statements.  The Company is required to
adopt  SFAS  148  no later than the fiscal years ending after December 15, 2002.
The  Company  adopted  SFAS  148  in  the  current  quarter  and  the additional
disclosure  requirements  are  incorporated  herein.


                                       23
<PAGE>
                                  MISONIX, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
            FINANCIAL CONDITION AND RESULTS OF OPERATIONS (CONTINUED)
            =========================================================

Forward  Looking  Statements:  This  report  contains  certain  forward  looking
statements  within  the meaning of Section 27A of the Securities Act and Section
21E  of  the  Exchange Act, which are intended to be covered by the safe harbors
created  thereby.  Although the Company believes that the assumptions underlying
the  forward  looking  statements  contained  herein  are reasonable, any of the
assumptions  could  be inaccurate, and therefore, there can be no assurance that
the  forward  looking  statements  contained  in  this  report  will prove to be
accurate.  Factors  that  could  cause actual results to differ from the results
specifically  discussed  in  the forward looking statements include, but are not
limited  to,  the absence of anticipated contracts, higher than historical costs
incurred  in performance of contracts or in conducting other activities, product
mix  in  sales,  results  of  joint  venture and investment in related entities,
future  economic,  competitive  and  market conditions, and the outcome of legal
proceedings  as  well  as  management  business  decisions.


                                       24
<PAGE>
                                  MISONIX, INC.

ITEM  3.  QUANTITATIVE  AND  QUALITATIVE  DISCLOSURES  ABOUT  MARKET  RISK.

Market  Risk:
The  principal  market risks (i.e. the risk of loss arising from adverse changes
in  market  rates and prices) to which the Company is exposed are interest rates
on short-term investments and foreign exchange rates, which generate translation
gains and losses due to the English Pound to U.S. Dollar conversion of Labcaire.

Foreign  Exchange  Rates:
Approximately  29% of the Company's revenues in the period ending March 31, 2003
were  received  in  English  Pounds  currency.  To the extent that the Company's
revenues  are  generated in English Pounds, its operating results are translated
for  reporting  purposes  into U.S. Dollars using rates of 1.57 and 1.46 for the
nine months ended March 31, 2003 and 2002, respectively.  A strengthening of the
English  Pound,  in  relation  to  the  U.S.  Dollar,  will  have  the effect of
increasing  its  reported revenues and profits, while a weakening of the English
Pound  will have the opposite effect.  Since the Company's operations in England
generally  sets prices and bids for contracts in English Pounds, a strengthening
of  the  English Pound, while increasing the value of its UK assets, might place
the  Company  at  a  pricing disadvantage in bidding for work from manufacturers
based  overseas.  The  Company  collects  its  receivables  in  the currency the
subsidiary  resides in.  The Company has not engaged in foreign currency hedging
transactions,  which  include  forward  exchange  agreements.

ITEM  4.  CONTROLS  AND  PROCEDURES.

(a)  Evaluation  of  Disclosure  Controls  and  Procedures
     -----------------------------------------------------

Disclosure  controls  and  procedures  are designed to ensure the reliability of
financial  statements and other disclosures included in this report.  Within the
90  days  prior  to  the  filing  of  this  report,  the  Company carried out an
evaluation,  under  the  supervision and with the participation of the Company's
management,  including the Company's Chief Executive Officer and Chief Financial
Officer,  of  the  effectiveness  of  the  design and operation of the Company's
disclosure  controls and procedures pursuant to Exchange Act Rule 13a-14.  Based
upon  that  evaluation,  the Chief Executive Officer and Chief Financial Officer
concluded  that  the  Company's disclosure controls and procedures are effective
and  timely  in alerting them to material information required to be included in
the  Company's  periodic  Securities  and  Exchange  Commission  filings.

(b)  Changes  in  Internal  Controls
     -------------------------------

There  have been no significant changes in the Company's internal controls or in
other  factors  that could significantly affect these controls subsequent to the
date  the  Company  carried  out  its  evaluation.


                                       25
<PAGE>
                                  MISONIX, INC.

PART II - OTHER INFORMATION

Item 6.          Exhibits  and  Reports  on  Form  8-K.

   (a)   Exhibit 31.1 - Certification by Chief Executive Officer
         Exhibit 31.2 - Certification by Chief Financial Officer
         Exhibit 32.1 - Certification by Chief Executive Officer
         Exhibit 32.2 - Certification by Chief Financial Officer


   (b)   There were no reports on Form 8-K filed during the quarter ended March
         31, 2003.


                                       26
<PAGE>
                                   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.

Date:   September 18, 2003


                                   MISONIX,  INC.
                                   ---------------------------------------------
                                   (Registrant)

                                   By:  /s/  Michael  A.  McManus,  Jr.
                                        ----------------------------------------
                                        Michael A. McManus, Jr.
                                        President and Chief Executive Officer


                                   By:  /s/  Richard  Zaremba
                                        ----------------------------------------
                                        Richard  Zaremba
                                        Vice President, Chief Financial Officer,
                                        Treasurer  and  Secretary


                                       27
<PAGE>