<PAGE>

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q


MARK ONE

/X/ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED
    SEPTEMBER 30, 1999

                               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 NO. 1-14416
                                  BIGMAR, INC.
             (Exact name of registrant as specified in its charter)


             DELAWARE                                  31-1445779
  (State or other jurisdiction of         (I.R.S. Employer Identification No.)
  incorporation or organization)

        9711 SPORTSMAN CLUB ROAD                            43031
             JOHNSTOWN, OHIO                              (Zip Code)
(Address of principal executive offices)

       Registrant's telephone number, including area code: (740) 966-5800


Indicate by checkmark 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 |_|

As of November 5, 1999, 8,993,973 shares of common stock of the registrant
were outstanding.


<PAGE>


                          BIGMAR, INC. AND SUBSIDIARIES

                                      INDEX

<TABLE>
<CAPTION>

Part I           FINANCIAL INFORMATION:

<S>              <C>                                                                                      <C>

Item 1           Financial Statements

                 Consolidated Balance Sheets as of September 30, 1999 and
                 December 31, 1998 (Unaudited)                                                             3

                 Consolidated Condensed Statements of Operations for the
                 quarters and nine month periods ended September 30, 1999 and
                 1998 (Unaudited)                                                                          4

                 Consolidated  Condensed  Statements  of Cash Flows for the nine  months  ended
                 September 30, 1999 and 1998 (Unaudited)                                                   5

                 Consolidated  Statements  of  Comprehensive  Loss  for the  quarters  and nine
                 month periods ended September 30, 1999 and 1998 (Unaudited)                               6

                 Notes to the Consolidated Condensed Financial Statements (Unaudited)                      7

Item 2           Management's  Discussion  and Analysis of Financial  Condition  and Results of
                 Operations                                                                               11

Item 3           Quantitative and Qualitative Disclosures about Market Risk                               17


Part II          OTHER INFORMATION:

Item 2c          Changes in Securities - Recent Sales of Unregistered Securities                          18

                 Quantitative and Qualitative Disclosures about Market Risk

Item 5           Other Information

Item 6           Exhibits and Reports on Form 8-K                                                         19

                 Signatures

</TABLE>

                                      2


<PAGE>


                          BIGMAR, INC. AND SUBSIDIARIES

PART 1. FINANCIAL INFORMATION :

                      CONSOLIDATED CONDENSED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                                      September 30       December 31
                                                                                          1999              1998
                                                                                    ----------------  ---------------
                                                                                        (Unaudited)
<S>                                                                                  <C>              <C>
                                     ASSETS
Current assets:
       Cash and cash equivalents                                                    $     26,578       $    140,445
       Accounts receivable                                                               651,346            927,200
       Inventories                                                                     2,903,498          1,611,588
       Prepaid expenses and other current assets                                         158,954            244,320
                                                                                    -------------      -------------
             Total current assets                                                      3,740,376          2,923,553
Property, plant and equipment, net                                                    15,388,940         17,350,004
Intangible  and other assets, net                                                        335,342            435,625
                                                                                    -------------      -------------
                                      Total                                         $ 19,464,658       $ 20,709,182
                                                                                    =============      =============


                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
       Accounts payable                                                                2,545,179          1,761,903
       Notes payable                                                                   2,664,266          1,769,285
       Current portion of long-term debt                                                 440,000          1,288,040
       Due to related parties                                                                  -            321,149
       Accrued expenses and other current liabilities                                    982,798            848,394
                                                                                    -------------      -------------
             Total current liabilities                                                 6,632,243          5,988,771
Long-term debt                                                                         9,706,667          9,487,445
                                                                                    -------------      -------------
                          Total liabilities                                           16,338,910         15,476,216
                                                                                    -------------      -------------

Stockholders' equity:
       Preferred stock ($.001 par value; 5,000,000 shares authorized;
             none issued)                                                                     -                  -

       Commonstock ($.001 par value; 20,000,000 shares authorized; 8,993,973
             shares and 8,027,308 issued and outstanding at
             September 30, 1999 and December 31, 1998 respectively)                       8,994              8,027
       Additional paid-in capital                                                    25,206,318         22,317,324
       Retained deficit                                                             (21,127,340)       (16,234,332)
       Foreign currency translation adjustments                                        (962,224)          (858,053)
                                                                                   -------------      -------------
                          Total stockholders' equity                                  3,125,748          5,232,966
                                                                                   -------------      -------------
                                      Total                                        $ 19,464,658       $ 20,709,182
                                                                                   =============      =============

</TABLE>

      See accompanying Notes to Consolidated condensed Financial Statements

                                       3

<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES

                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                        THIRD QUARTER ENDING SEPTEMBER 30
                                   (Unaudited)

<TABLE>
<CAPTION>

                                                         Third Quarter                             Nine months
                                              -------------------------------------------------------------------------------
                                                 1999               1998                 1999                  1998
                                              --------------  -----------------      ---------------   ----------------------
<S>                                           <C>             <C>                    <C>               <C>
Net sales                                        $1,330,887         $1,965,916           $4,617,234               $4,852,744
Cost of goods sold                                  964,064          1,440,335            3,409,101                3,544,614
                                              --------------  -----------------      ---------------   ----------------------
Gross margin                                        366,823            525,581            1,208,133                1,308,130
                                              --------------  -----------------      ---------------   ----------------------
Operating expenses:
      Research and development                    1,031,998            384,319            2,232,167                2,125,840
      Selling, general and administrative           904,188          1,281,574            2,767,283                3,233,926
                                              --------------  -----------------      ---------------   ----------------------
            Total operating expenses              1,936,186          1,665,893            4,999,450                5,359,766
                                              --------------  -----------------      ---------------   ----------------------
Operating loss                                   (1,569,363)        (1,140,312)          (3,791,317)              (4,051,636)

Other income (expense)                               (3,391)            59,859              (15,510)                  127,941
Interest expense                                   (274,054)          (311,867)            (642,174)                 (812,258)
Issuance of preferred stock warrants for loan
    guarantee                                             -                  -                    -                  (958,000)
Gain (loss) on foreign currency transactions        242,192            811,312             (444,007)                  515,584
                                              --------------  -----------------      ---------------   ----------------------
Loss before income taxes                         (1,604,616)          (581,008)          (4,893,008)                (5,178,369)

Income taxes(benefit):                                    -                  -                    -                         -
                                              --------------  -----------------      ---------------     ----------------------
Net loss                                       $ (1,604,616)        $ (581,008)         $(4,893,008)               $(5,178,369)
                                              ==============  =================      ===============     ======================

Basic and diluted loss per share                  $   (0.18)         $   (0.14)           $   (0.57)                 $   (1.23)
                                              ==============  =================      ===============     ======================
Weighted average shares outstanding               8,853,719          4,240,435            8,546,648                  4,203,681
                                              ==============  =================      ===============     ======================

</TABLE>

      See accompanying Notes to Consolidated condensed Financial Statements

                                       4

<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES

                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                      Nine Months Ended September 30
                                                                                      --------------------------------
                                                                                          1999                1998
                                                                                      -------------      -------------
<S>                                                                                    <C>                <C>
Net cash used in operating activites                                                   $(3,546,842)       $(3,839,192)

Cash flows from investing activities:
           Purchase of property, plant and equipment                                      (210,767)        (1,457,963)

                                                                                      -------------      -------------
                         Net cash used in investing activities                            (210,767)        (1,457,963)
                                                                                      -------------      -------------

Cash flows from financing activities:
           Proceeds from short-term borrowings                                          1,043,065            4,400,689
           Repayment of short and long-term debt                                         (283,385)
           Proceeds from long-term borrowings                                                   -              178,204
           Proceeds from issuance of common stock                                       2,889,961              300,000
                                                                                      -------------      -------------
                         Net cash provided by financing activities                      3,649,641            4,878,893
                                                                                      -------------      -------------
Effect of exchange rates on cash                                                            (5,899)            (19,423)
                                                                                      -------------      -------------
Net increase (decrease) in cash and cash equivalents                                       (113,867)          (437,685)
Cash and cash equivalents, beginning of period                                              140,445            643,232
                                                                                      -------------      -------------
Cash and cash equivalents, end of period                                              $      26,578       $    205,547
                                                                                      -------------      -------------
                                                                                      -------------      -------------

Supplemental disclosure of cash flow information:
      Cash paid during the period for:
           Interest                                                                   $     668,780       $    834,143
           Income taxes                                                               $           -       $          -
</TABLE>



         See accompanying Notes to Consolidated condensed Financial Statements

                                       5

<PAGE>


                                   BIGMAR, INC. AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
                               THIRD QUARTER ENDING SEPTEMBER 30
                                          (Unaudited)

<TABLE>
<CAPTION>

                                                               Third Quarter                 Nine months
                                                          -------------------------   ---------------------------
                                                              1999         1998          1999             1998
                                                          -----------    ----------   -----------     -----------
<S>                                                       <C>            <C>          <C>             <C>
Net loss                                                  $(1,604,616)   $(581,008)   $(4,893,008)    $(5,178,369)

Other comprehensive income (loss), net of tax:
          Foreign currency translation adjustments,
               net of income taxes of $ 0 in both
               1999 and 1998, respectively                     20,678      119,976       (104,171)         23,288
                                                          -----------    ----------   -----------     -----------

Comprehensive loss                                        $(1,583,938)   $(461,032)   $(4,997,179)    $(5,155,081)
                                                          -----------    ----------   -----------     -----------
                                                          -----------    ----------   -----------     -----------
</TABLE>


         See accompanying Notes to Consolidated condensed Financial Statements

                                       6

<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES

        NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (UNAUDITED)

(1)      BASIS OF PRESENTATION

Bigmar, Inc. is a Delaware Corporation that owns 100% of two Swiss
Corporations, Bioren S.A. and Bigmar Pharmaceuticals S.A., and 100% of a
Delaware corporation, Bigmar Therapeutics, Inc.

In the opinion of management, the accompanying unaudited financial statements
include all adjustments necessary to present fairly the Company's financial
position at September 30, 1999 and December 31, 1998, and the results of
operations and the cash flows and comprehensive income for all periods
presented. Certain amounts in the accompanying financial statements have been
restated to conform to the September 30, 1999 presentation. The results of
operations for the three and nine months periods ended September 30, 1999 and
1998 are not necessarily indicative of the results to be expected for the
full fiscal year.

For a summary of significant accounting policies (which have not changed from
December 31, 1998) and additional financial information, see Bigmar, Inc.'s
Annual Report on Form 10-K for the year ended December 31, 1998. The 10-K
should be read in conjunction with these financial statements.

The consolidated financial statements include the accounts of the Company and
its subsidiaries, all of which are wholly owned. The three wholly-owned
subsidiaries are as follows : Bioren S.A. ("Bioren"), Bigmar Pharmaceuticals
S.A. ("Pharmaceuticals") and Bigmar Therapeutics Inc. ("Therapeutics"). All
significant intercompany accounts have been eliminated.

The financial statements of subsidiaries outside United States are stated
using the local currency as the functional currency. Assets and liabilities
of these companies are translated at the rates of exhange at the balance
sheet date. The resulting translation adjustments are included in accumulated
and other comprehensive income (loss). Income and expenses are translated at
average rates of exchange for the period.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. The construction of the Company's
pharmaceutical manufacturing plant in Barbengo, Switzerland and the process
of obtaining regulatory approvals has consumed a substantial amount of the
Company's resources. The manufacturing plant recently received regulatory
approval, from the United States Food and Drug Administration ("FDA") and the
Intercantonal Office for the Control of Medications ("IKS") in Switzerland,
to manufacture and sell certain injectible pharmaceutical products in the
U.S. and Switzerland. As a result, the Company anticipates that these
operations will begin to generate cash to help fund its expansion and further
planned research and development activities. During 1999, the Company has
received $2,888,995 in proceeds from the private placements of common stock.
The Company anticipates that additional capital funding together with cash
from operations will be required to sustain operations through March 2000.
However, there can be no assurance that events affecting the Company's
operations will not result in the Company depleting its funds before that
time. Management is currently discussing additional financing with a number
of financial institutions and investors, but there are no assurances that the
Company will be able to obtain additional financing or that such financing,
if available, will be open on acceptable terms. No adjustments have been made
to reflect the recoverability or classification of recorded asset amounts or
the classification of liabilities should the Company be unable to continue as
a going concern.

                                       7

<PAGE>

The Company has received its first order, valued at $1.0 million, under its
recently announced distribution and marketing relationship with American
Pharmaceutical Partners ("APP"). This initial order covers three of the
generic oncology drugs in varying dosages, Daunorubicin Hydrochloride,
Methotrexate and Leucovorin Calcium. First delivery is scheduled for the
fourth quarter of 1999. APP has also indicated its plans to order additional
generic oncology products from Bigmar which provide cost-effective therapies
used for remission in various types of cancer.

(2)      INVENTORIES

The components of inventory at September 30, 1999 and December 31, 1998 are
as follows:

<TABLE>
<CAPTION>
                                             Sept. 30, 1999         December 31, 1998
                                          ------------------    ----------------------
          <S>                             <C>                   <C>
          Raw Materials                         $ 1,173,262                 $ 738,598
          Finished Goods                          1,758,385                   901,071
                                             --------------           ---------------
                                               $  2,931,647                $1,639,669
          Less reserves                             (28,149)                  (28,081)
                                             --------------           ---------------
               Total                              2,903,498                 1,611,588
</TABLE>

(3)      LONG-TERM DEBT

As of September 30, 1999, the Company had various notes, bonds, mortgages and
other borrowings totaling approximately $10.0 million, including $0.4 million
that is short term in nature. These monies were used to partially fund the
acquisition of Bioren, to acquire, construct, and equip the manufacturing
facility and to fund ongoing research and development and product
registration activities. During April 1999, the Company renegotiated two of
its debt agreements, whereby maturities of approximately $0.8 million were
extended to year 2000, and beyond.

(4)      COMMON STOCK ISSUED

In February 1999, the Company issued 236,666 shares of common stock to
accredited investors for prices ranging from $2.00 to $3.00 per share via
private placement offerings. Proceeds from the sale of shares totaled
$700,000 and were applied to working capital and general corporate purposes.

In March 1999, the Company issued 250,000 shares of common stock to
accredited investors for $3.00 per share via private placement offerings.
Proceeds from the sale of shares were applied to working capital and general
corporate purposes.

In April and May 1999, the Company issued 136,666 shares of common stock to
accredited investors for $3.00 per share via private placements, with the
proceeds applied to working capital and general corporate purposes.

In August 1999, the Company issued 343,333 shares of common stock to
accredited investors for $3.00 per share via a private placement offerings.
Proceeds from the sale of shares were applied to working capital and general
corporate purposes.

                                       8

<PAGE>

(5)      RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In June 1999, the Statement of Financial Accounting Standards No. 137 ("SFAS
No. 137"), "Accounting for Derivative Instruments and Hedging Activities -
Deferral of Effective Date of FASB Statement No. 133" was issued. This
Statement amended the effective date of the application of Statement of
Financial Accounting Standards No. 133 ("SFAS No. 133") "Accounting for
Derivative Instruments and Hedging Activities". The Company has analyzed the
impact of this Statement and does not expect this Statement to have a
material impact on the Company's financial position nor results of operations.

(6)      SEGMENT DATA

The Company manages its business segments primarily on a geographic basis
with each location representing a distinct segment. The Company's reportable
segments are comprised of Bioren, located in Couvet, Switzerland,
Pharmaceuticals, located in Barbengo, Switzerland, and the Company's
Corporate Headquarters, located in Johnstown, Ohio, U.S.A.

The Company evaluates the performance of its Bioren and Pharmaceuticals
segments based on segment profit / (loss). Segment profit / (loss) for these
segments includes sales and marketing, certain research and development, and
overhead charges directly attributable to the segment and excludes certain
expenses which are managed outside the reportable segments. Costs excluded
from these segments' profit primarily consist of corporate expenses, as well
as other research and development charges for testing of products targeted
for U.S. markets, and other general and administrative expenses which are
separately managed. The Company does not include intercompany transfers
between segments for management reporting purposes.

Summary information by segment for the nine months ended September 30, 1999
and 1998 is as follows:

                      NINE MONTHS ENDED SEPTEMBER 30, 1999

<TABLE>
<CAPTION>
                                   BIOREN     PHARMACEUTICALS    CORPORATE        TOTAL
                               -----------    ---------------  ------------   -----------
<S>                            <C>            <C>              <C>            <C>
Sales - International          $ 4,387,742         229,492          --          4,617,234
Gross Margin                     1,069,129         139,004          --          1,208,133
Operating expenses and other
        expense                 (1,224,113)     (1,542,019)     (3,335,009)    (6,101,141)
                               -----------     -----------     -----------    -----------
Segment Loss                      (154,984)     (1,403,015)     (3,335,009)    (4,893,008)
</TABLE>


                        SIX MONTHS ENDED SEPTEMBER 30, 1998

<TABLE>
<CAPTION>
                                   BIOREN     PHARMACEUTICALS    CORPORATE        TOTAL
                               -----------    ---------------  ------------   -----------
<S>                            <C>            <C>              <C>            <C>
Sales - International          $ 4,354,323          498,421          --         4,852,744
Gross Margin                     1,015,144          292,986          --         1,308,130
Operating expenses and other
        expense                 (1,405,472)      (2,076,292)    (3,004,736)    (6,486,499)
                               -----------      -----------    -----------    -----------
Segment Loss                      (390,327)      (1,783,306)    (3,004,735)    (5,178,369)
</TABLE>

                                       9

<PAGE>

                         THREE MONTHS ENDED SEPTEMBER 30, 1999

<TABLE>
<CAPTION>
                                   BIOREN     PHARMACEUTICALS    CORPORATE        TOTAL
                               -----------    ---------------  ------------   -----------
<S>                            <C>            <C>              <C>            <C>
Sales - International          $ 1,313,004          17,883           --         1,330,887
Gross Margin                       320,912          45,911           --           366,823
Operating expenses and other
        expense                   (388,294)       (541,724)      (1,041,421)   (1,971,439)
                               -----------     -----------      -----------    -----------
Segment Loss                       (67,382)       (495,813)      (1,041,421)   (1,604,616)
</TABLE>


                          THREE MONTHS ENDED SEPTEMBER 30, 1998

<TABLE>
<CAPTION>
                                   BIOREN     PHARMACEUTICALS    CORPORATE        TOTAL
                               -----------    ---------------  ------------   -----------
<S>                            <C>            <C>              <C>            <C>
Sales - International          $ 1,667,303          298,613         --          1,965,916
Gross Margin                       391,247          134,334         --            525,581
Operating expenses and other
        expense                   (432,590)        (603,407)       (70,592)    (1,106,589)
                               -----------      -----------    -----------    -----------
Segment Loss                       (41,343)        (469,073)       (70,592)      (581,008)
</TABLE>

                                      10




<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

Bigmar, Inc. (together with its subsidiaries, the "Company") is engaged in
manufacturing various pharmaceutical products in Europe and marketing them in
Europe and the United States. Its strategy is to supply world markets with a
full line of high quality, affordably priced, generic pharmaceutical
products, focusing on oncology products. The Company intends to manufacture,
in its state of the art facilities in Switzerland, off-patent generic
oncology drugs and additional oncology drugs as their patents expire. It will
then market these products through pharmaceutical company partners in Europe,
the United States and Canada. Bigmar currently has distribution rights to
more than 20 generic oncology products.

Bigmar, Inc. was incorporated in Delaware in September, 1995 and has three
wholly owned subsidiaries: Bigmar Pharmaceuticals SA - "Pharmaceuticals",
Bioren SA - "Bioren" and Bigmar Therapeutics, Inc.- "Therapeutics".
Pharmaceuticals and Bioren are both Swiss corporations and Therapeutics is a
Delaware corporation.

The Company manages its business segments primarily on a geographic basis
with each location representing a distinct segment.

THE COMPANY

The Company's corporate headquarters ("Corporate headquarters"), located in
Johnstown, Ohio, include a research and development laboratory used for the
testing of generic oncology and related products ("Oncology Products") to be
marketed in the United States.

The Company entered into a distribution and marketing arrangement with
American Pharmaceutical Partners ("APP") as the exclusive distributor of
certain Bigmar generic oncology products in North America and other selected
territories. The arrangement initially includes three of Bigmar's
market-ready generic oncology products along with several new products to be
identified in the future. On August 5, 1999, the Company received its initial
order, valued at $ 1.0 million, under this arrangement.

So far this year, the Company has received a total of seven Abbreviated New
Drug Application ("ANDA") approvals from the Food and Drug Administration for
the following products :

     -  Methotrexate for Injection USP, 1 g/vial (lyophilized)
     -  Methotrexate for Injection USP, 25 mg/ml Preserved (lyophilized)
     -  Methotrexate for Injection USP, 25 mg/ml Preservative-free
        (lyophilized)
     -  Leucovorin Calcium for Injection USP, 200 mg/vial (lyophilized)
     -  Leucovorin Calcium for Injection USP, 500 mg/vial (lyophilized)
     -  Fluorouracil Injection USP, 50 mg/ml
     -  Daunorubicin Hydrochloride for Injection USP, 20 mg/vial (lyophilized)

The Company recently signed a licensing and supply agreement with Graminex,
L.L.C. to develop a new prostatitis therapy, BGM-24, and plans to file an
Investigational New Drug Application with the FDA for this therapy. Cynthia
R. May, a director and officer of the Company, is currently President of
Graminex, L.L.C., a manufacturer and supplier of botanical raw materials
containing proprietary active pharmaceutical substances. Jericho II, L.L.C,
an investment entity controlled by Ms. May, is a principal shareholder of
Bigmar Inc.

                                      11

<PAGE>

BIOREN

Bioren is engaged in manufacturing and marketing various pharmaceutical
products in Switzerland. Current products include 18 types of intravenous
infusion solutions and other related products ("IV solutions"). Bioren's
strategy is to expand its current IV solutions product line and its market
penetration. Bioren's manufacturing facility (the "Bioren Facility") is
located in Couvet, Switzerland.

PHARMACEUTICALS

Pharmaceuticals manufactures and markets Oncology Products, such as
Leucovorin Calcium, Methotrexate, and Cisplatin. The Oncology Products are
currently marketed in Germany and Spain. Pharmaceuticals' primary strategy is
to supply world markets with a full range of high-quality, affordably priced
generic pharmaceutical products focusing on oncology. The products are
manufactured in its state-of-the-art facilities in Switzerland and marketed
through pharmaceutical company partners in Europe and shortly in the United
States. Pharmaceuticals has received regulatory approval to manufacture and
market certain Oncology Products from the United States Food and Drug
Administration ("FDA") and Switzerland's Intercantonal Office for the Control
of Medications ("IKS"). Pharmaceuticals' manufacturing facility (the "Bigmar
Facility") is located in Barbengo, Switzerland.

THERAPEUTICS

Therapeutics is essentially a shell company and has had no significant
business operations as of September 30, 1999.

Certain statements in this report constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995
including, without limitation, statements regarding future cash requirements.
Such forward-looking statements involve known and unknown risks,
uncertainties, and other factors which may cause the actual results,
performance or achievements of the Company, or industry results, to be
materially different from any future results, performance or achievements
expressed or implied in such forward-looking statements. Such factors and
risks include, but are not limited to, delays in product development,
problems with clinical testing, failure to receive regulatory approvals, lack
of proprietary rights, or changes in business strategy. Many of the factors
that will determine results and values are beyond the Company's ability to
control or predict. Shareholders are cautioned not to put undue reliance on
forward-looking statements. In addition, the Company does not have any
intention or obligation to update forward-looking statements after the date
hereof, even if new information, future events, or other circumstances have
made them incorrect or misleading. For those statements, the Company claims
the protection of the safe harbor for forward-looking statements contained in
the Private Securities Litigation Reform Act of 1995.

RESULTS OF OPERATIONS

Net sales, in the third quarter of 1999, decreased to $1.3 million from $2.0
million in the third quarter of 1998. Net sales, in the first nine months of
1999, decreased to $4.6 million from $4.9 million in the same period of 1998.
The decrease in net sales for the three months ended September 30, 1999 and
the nine month period ended September 30, 1999, is explained by the decrease
of sales in the oncological field generally and purchases by swiss hospitals
that were delayed to the fourth quarter 1999.

Cost of goods sold for the third quarter of 1999 was $1.0 million compared to
a cost of goods sold of $1.4 million for the third quarter of 1998. Cost of
goods sold, for the first nine months of 1999 was $3.4 million, compared to
$3.5 million for the same period of 1998. For both periods, the decrease was
attributable to the decrease in sales.


                                      12

<PAGE>

Gross margin decreased by $0.1 million to $0.4 million for the third quarter
1999, as compared to $0.5 million for the third quarter of 1998. As a
percentage of net sales, gross margin increased slightly to 27.5% from 26.7%
in 1998. The increase is due to cost efficiencies gained in the third
quarter. For the nine month period ended September 30, 1999, gross margin
amounted to $1.2 million as compared to $1.3 million for the same period of
1998. As a percentage of net sales, gross margin decreased from 27.0% in 1998
to 26.1% in 1999. The change in the gross margin for the year to date is
primarily a result of competitive pricing pressure in the European market and
the increased raw material costs.

Operating expenses increased by $270,000, or 16%, for the third quarter of
1999 as compared to the third quarter of 1998. The increase is due to
increased research and development. Operating expenses, however, decreased by
$360,000, or 7%, for the first nine months of 1999 as compared to the same
period in 1998. The decrease in operating expenses can be attributed to
efforts to minimize general and administrative costs in the current year,
which offset increased R & D spending.

Research and development costs increased to $1.0 million from $384,000 in the
third quarter of 1999 as compared to the same period in 1998. The increase is
due to new product development efforts. Research and development costs
increased to $2.2 million from $2.1 million for the nine months ended
September 30, 1999 as compared to the same period in 1998 due to new product
development as well as efforts to get the Company's facilities and
manufacturing processes ready for FDA inspections in 1999.

Selling, general and administrative expenses decreased from $1.3 million to
$904,000, or $377,000, from the third quarter of 1998 as compared to the
third quarter of 1999. Selling, general and administrative expenses decreased
from $3.2 million to $2.8 million, or $467,000, for the nine months ended
September 30, 1998 as compared to the same period in 1999. This change in
both periods is primarily due to a reduction in personnel as compared to 1998.

For the nine-month period ending September 30, 1999 as compared to the same
period of 1998, interest expense decreased by $170,000. Interest expense
decreased $37,000 during the third quarter of 1999 as compared to the third
quarter of 1998. The decreases are primarily due to a reduction of average
outstanding debt and a decrease of interest rates.

Foreign exchange losses amounted to $444,000 for the first nine months of
1999 as compared to the gain of $16,000 for the same period of 1998. For
the third quarter of 1999, the Company incurred a gain on foreign current
transactions of $242,000 compared to a gain of $811,000 during the third
quarter of 1999. The Company experiences fluctuations on foreign currency
based on the fluctuations of exchange rates. During the first six months of
1999, appreciation of the US Dollar against the Swiss Franc had a negative
impact on certain intercompany accounts receivable denominated in Swiss
Francs, resulting in the loss for the nine months ended September 30, 1999.
During the third quarter of 1999, the US Dollar depreciated slightly against
the Swiss Franc resulting in the foreign currency gain.

As a result of the foregoing, the Company's net loss for the third quarter
1999 amounted to approximately $1.6 million or $0.18 per share, compared to
$0.6 million or $0.14 per share for the third quarter of 1998. For the nine
months ended September 30, 1999, net loss amounted to $4.9 million or $0.57
per share versus $5.2 million or $1.23 per share during the first nine months
of 1998.

LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 1999 and December 31, 1998, the Company had cash and cash
equivalents of $26,578 and $140,445, respectively.


                                      13

<PAGE>

The Company has incurred and will continue to incur substantial expenditures
for research and development activities related to bringing its products to
the commercial market. The Company intends to devote significant additional
funds to product development, formulation, clinical testing, product
registration, and other activities required for regulatory review of generic
oncological products. The amount required to complete such activities depends
upon the outcome of regulatory reviews. The regulatory bodies may require
more testing than is currently planned by the Company. There can be no
assurance that the FDA or any foreign government agency will approve the
Company's generic oncological products for sale or that these products will
achieve market success. Furthermore, the Company will need additional capital
to fund planned increases in production at Pharmaceuticals.

Inventory totaled approximately $2.9 million at September 30, 1999 and $1.6
million at December 31, 1998. The increase is primarily due to increased
production in anticipation of future orders.

Property, plant and equipment totaled approximately $15.4 million at
September 30, 1999 and $17.3 million at December 31, 1998. The decrease is
primarily due to depreciation and foreign currency fluctuations.

As of September 30, 1999, the Company had various notes, bonds, mortgages and
other borrowings totaling approximately $10.1 million, including $440,000
that is short term in nature. These monies were used to partially fund the
acquisition of Bioren, to acquire, construct, and equip the manufacturing
facility and to fund ongoing research and development and product
registration activities. During April 1999, the Company renegotiated two of
its debt agreements, whereby maturities of approximately $800,000 were
extended to year 2000, and beyond.

During the first nine months of 1999, pursuant to private placement
transactions with accredited investors, the Company raised $2,888,995 that
was applied to working capital and general corporate purposes.

The Company anticipates that additional capital funding together with cash
from operations will be required to sustain operations through March 2000.
However, there can be no assurance that events affecting the Company's
operations will not result in the Company depleting its funds before that
time. Management is currently discussing additional financing with a number
of financial institutions and investors, but there are no assurances that the
Company will be able to obtain additional financing or that such financing,
if available, will be on acceptable terms.

The Swiss Federal Code of Obligation provides that at least 5% of a Swiss
company's net income each year must be appropriated to a legal reserve until
such time as this reserve is equal to 20% of the company's paid-in share
capital. In addition, 10% of any distribution made by a company in excess of
a 5% dividend must also be appropriated to the legal reserve. The reserve of
up to 5% of share capital is not available for distribution to stockholders.

Changes in exchange rates between currencies may negatively impact the
Company's results of operations, specifically, net sales and gross profit
margins from international operations. In addition, the dollar-value
equivalent of anticipated cash flows could also be adversely affected. When
the Company determines that this risk has become significant, the Company may
attempt to manage that risk by using hedging techniques.


                                      14

<PAGE>

BANCA DEL GOTTARDO FINANCING

On October 26, 1999, the Company entered into a Note Purchase, Paying and
Conversion Agency Agreement (the "Note Agreement") with Banca del Gottardo, a
bank organized under the laws of Switzerland (the "Bank"). The closing of the
transaction under the Note Agreement occurred on October 29, 1999, with net
proceeds to be used to finance current operations of the Company.

Under the Note Agreement, the Company issued a global note in the principal
amount of approximately two million dollars ($2,000,000). Net proceeds of the
note transaction were $1,900,000, after paying the Bank a managing and
underwriting commission of five percent (5 %), calculated on the principal
amount, and out-of-pocket expenses of $6,700. The Note Agreement contemplates
that, from this global amount, the Bank will further sell 60 single notes in
denominations of $33,650 (the "Notes"). The term of the Notes is four (4)
years, and the interest rate on the Notes is four percent (4 %) per year,
payable semi-annually in arrear on April 29 and October 29 of each year until
maturity, commencing on April 29, 2000. Such interest is payable in Swiss
Francs. The Notes will be convertible, as early as March 1, 2000 up to the
close of business on October 22, 2003, into shares of common stock of the
Company. Under the Note Agreement and the terms of the Notes, the initial
conversion price is $3.75 of principal amount of the Notes for one share of
common stock of the Company (initially, 528,000 shares in the aggregate). The
conversion price is subject to adjustment based on events such as stock
splits and other specified events having an impact on the number of common
shares outstanding. The transaction was effected pursuant to Regulation S
("Reg S") promulgated by the United States Securities and Exchange
Commission under the Securities Act of 1933, as amended (the "Act"), and the
securities may not be transferred to a U.S. person, as defined in Reg S, for
a period of one year following closing. However, the Company has agreed and
expects prior to March, 2000, to effect a registration under the Act with
respect to resale of the conversion shares.

CITIZENS BANK'S LINE OF CREDIT

In November, 1999 the Company finalized arrangements with Citizens Bank of
Saginaw, Michigan for a $2 million revolving line of credit to be used
primarily to finance working capital needs in the United States, allowing the
Company to focus on growth opportunities from its line of generic oncology
drug products. Borrowings under the line of credit will bear interest at the
lender's prime rate, and are payable upon demand. The line of credit is (i)
guaranteed by affiliates of the Company, including John G. Tramontana,
Cynthia R. May, and members of her family.

YEAR 2000 ISSUE

Many computer systems currently record years in a two-digit format. Such
systems, if not modified, will be unable to recognize and properly process
information with dates beyond the year 1999. The potential

                                      15

<PAGE>

problems arising out of this inability are commonly referred to as the "Year
2000 Issue" or "Y2K" and will affect virtually all companies, government
agencies and other organizations to some degree.

INTERNAL SYSTEMS

The efficient operation of the Company's business is dependent in part on its
computer software programs and operating systems (collectively, "Programs and
Systems"). These Programs and Systems are used in several areas of the
Company's business, including research and development, purchasing, inventory
management, sales, shipping, and financial reporting, as well as in various
administrative functions. The Company has performed an assessment of its
computer systems to determine whether or not they were in compliance with
Year 2000 requirements. As of September 30, 1999, Bioren and Pharmaceuticals
Programs and Systems, including manufacturing and operations, were found to
be in compliance with such requirements. The Company's Headquarters Programs
and Systems include an accounting package and a document management system.
These Programs and Systems are also in compliance with Year 2000 requirements.

READINESS OF THIRD PARTIES

The Company is also working with its processing banks, network providers and
vendors to ensure their systems are Year 2000 compliant. All of these costs
will be borne by the processors, network and software companies and vendors.
Currently, the Company's processing banks and vendors are in the process of
completing their Year 2000 compliance programs. However, there can be no
assurance that the systems of other companies on which the Company relies
will be timely converted or that any such failure to convert by another
company would not have an adverse effect on the Company's Programs and
Systems.

RISKS ASSOCIATED WITH YEAR 2000

The Company is not aware, at this time, of any Year 2000 non-compliance that
will not be fixed by the Year 2000. However, some risks that the Company
faces include: the failure of internal information systems, defects in its
work environment, a slow down in its customers' ability to make payments, and
the availability of raw materials for manufacturing.

CONTINGENCY PLANS

The Company is in the process of developing contingency plans to address a
worst case Year 2000 scenario. This contingency plan is expected to be
completed by November 1999. Furthermore, no assurance can be given that any
or all of the Company's systems are or will be Year 2000 compliant, or that
the ultimate costs required to address the Year 2000 issue or the impact of
any failure to achieve substantial Year 2000 compliance will not have a
material adverse effect on the Company's financial condition.


                                      16

<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES

                    QUANTITATIVE AND QUALITATIVE DISCLOSURES
                                ABOUT MARKET RISK


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In the normal course of business, operations of the Company are exposed to
fluctuations in currency values. These fluctuations can vary the costs of
financing, investing, and operating activities. The Company does not have any
programs in place to control these risks.

The Company's foreign currency risk exposure results from fluctuating
currency exchange rates, primarily the fluctuation of the U.S. dollar against
the Swiss franc ("SFr"). The Company faces transactional currency exposures
that arise when its foreign subsidiaries (or the Company itself) enter into
transactions, generally on an intercompany basis, denominated in currencies
other than their local currency. The Company also faces currency exposure
that arises from translating the results of its Swiss operations to the U.S.
dollar at exchange rates that have fluctuated from the beginning of the
period. The Company does not have any programs in place to control these
risks. However, historically the exchange rate between the U.S. dollar and
the Swiss franc has not fluctuated significantly.

The Company's exposure to market risk did not materially change from June 30,
1999.

                                      17

<PAGE>

                          BIGMAR, INC. AND SUBSIDIARIES


PART II.  OTHER INFORMATION

ITEM 2(c). CHANGES IN SECURITIES - RECENT SALES OF UNREGISTERED SECURITIES

In April, 1999 the Company entered into a Consulting Contract with The Equity
Group, Inc. pursuant to which the Company is to receive financial public
relations and investor relations services. As part of the consideration for
such services, the Company issued to The Equity Group, Inc a warrant for
45,000 shares of common stock. The warrant is exercisable at any time through
April 15, 2004 at a price of $3.88 per share, and the Company has granted
"piggyback" registration rights with respect to the shares issuable upon
exercise.

In August 1999, in private placement transactions pursuant to Section 4(2)
and Rule 506, the Company issued 343,333 shares of common stock to accredited
investors, including a family member of Cynthia R. May, for $3.00 per share.

All of the share transactions summarized above were made directly by the
Company without use of an underwriter or placement agent and without payment
of commissions or other remuneration. Except as otherwise stated, in each
case the aggregate sales proceeds, after payment of offering expenses in
immaterial amounts, were applied to the working capital of the Company and
other general corporate purposes.

With respect to the exemption from registration claimed under Rule 506 and
Section 4(2) of the Securities Act of 1933, neither the Company nor any
person acting on its behalf offered or sold the securities by means of any
form of general solicitation or advertising. Prior to making any offer or
sale, the Company had reasonable grounds to believe and believed that each
prospective investor was capable of evaluating the merits and risks of the
investment and was able to bear the economic risk of the investment. Each
purchaser represented in writing that such purchaser was an accredited
investor and that the securities were being acquired for investment for such
purchaser's own account, and agreed that the securities would not be sold
without registration under the Securities Act or exemption therefrom. A
legend was placed on each certificate evidencing the securities stating that
the securities have not been registered under the Securities Act and setting
forth restrictions on their transferability.

ITEM 5. OTHER INFORMATION

In June, 1999 the Company entered into a letter of intent with American
Pharmaceuticals Partners, Inc. ("APP") pursuant to which APP is granted the
exclusive right to distribute certain of the Company's oncology drug products
in the United States and Canada. While definitive documentation of the
arrangement is expected to be finalized and executed shortly, the Company has
received initial orders valued at approximately $1 million, which products
are to be delivered in the fourth quarter. Additional orders for
approximately $4.0 million of Bigmar oncology products have subsequently been
scheduled.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits - 10.60   Note Purchase, Paying and Conversion Agency
                            Agreement and Related Documents for Banca del
                            Gottardo Financing, dated October 26, 1999 (4%
                            Convertible Notes due October, 2003).

                    10.61   Promissory Note for Revolving Line of Credit
                            with Citizens Bank dated July 26, 1999.

                    27.1    Financial Data Schedule

(b)        Form 8-K         There were no reports on Form 8-K for the three
                            months ended September 30, 1999.


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<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.

November 12, 1999

                             BIGMAR, INC.
                             ------------
                             REGISTRANT


                             By:  /s/ Philippe Rohrer
                                 ---------------------------------------------
                                      Philippe Rohrer
                                      CHIEF FINANCIAL OFFICER; SECRETARY AND
                                      TREASURER


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