WRITER'S DIRECT LINE
                                 (312) 750-3501



                                                   May 15, 1997

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

Attention:  Filing Desk

         Re:      Sabratek Corporation
                  Quarterly Report on Form 10-Q
                  For the Quarter Ended March 31, 1997

Dear Sir or Madam:

         On  behalf  of  Sabratek  Corporation,   a  Delaware  corporation  (the
"Company"),  we hereby submit  electronically the Company's  Quarterly Report on
Form 10-Q for the quarter ended March 31, 1997.

         Manually executed  signature pages have been executed prior to the time
of this electronic filing and will be retained by the Company for five years.

         Please  contact the  undersigned  at (312)  750-3501  at your  earliest
convenience with any questions you may have.

                                  Very truly yours,

                                  /s/ David S. Guin

                                  David S. Guin


<PAGE>



                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

               Quarterly Report Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934
                  For the Quarterly Period Ended March 31, 1997


                         Commission File Number 1-11831
                              SABRATEK CORPORATION
             (Exact name of registrant as specified in its charter)
                                   36-3700639
                     (I.R.S. Employer Identification Number)

                                    DELAWARE
         (State or Other Jurisdiction of Incorporation or Organization)

                             5601 West Howard Street
                              Niles, Illinois 60714
          (Address of Principal Executive Offices, Including Zip Code)

                                 (847) 647-2760
              (Registrant's Telephone Number, Including Area Code)


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

                                    Yes X         No


As of May 12, 1997, 9,782,579 shares of Sabratek Corporation's Common Stock were
outstanding.


<PAGE>



                                               SABRATEK CORPORATION

                                                     FORM 10-Q
                                   For the Quarterly Period Ended March 31, 1997
                                                 TABLE OF CONTENTS
<TABLE>
<CAPTION>

<S>               <C>                                                                                         <C>

PART I            FINANCIAL INFORMATION
                                                                                                               Page
Item 1.           Financial Statements

                  Balance Sheets
                  March 31, 1997 (Unaudited) and December 31, 1996..........................................     3

                  Statements of Operations
                  Three Months Ended March 31, 1997 and 1996 (Unaudited)....................................     4

                  Statements of Cash Flows
                  Three Months Ended March 31, 1997 and 1996 (Unaudited)....................................     5

                  Notes to Financial Statements (Unaudited).................................................     6

Item 2.           Management's Discussion and Analysis of Financial Condition and Results of
                  Operations.................................................................................    8


PART II           OTHER INFORMATION

Item 1.           Legal Proceedings..............................................................................11

Item 2.           Changes In Securities..........................................................................11

Item 6.           Exhibits and Reports on Form 8-K...............................................................11

</TABLE>

                                                       - 2 -

<PAGE>



                                               SABRATEK CORPORATION
                                                  BALANCE SHEETS
                                         (In thousands, except share data)

<TABLE>
<CAPTION>
                                                                           March 31,                 December 31,
                                                                             1997                        1996
                                                                            ------                      -----
                             ASSETS                                       (Unaudited)
<S>                                                                        <C>                        <C>
Current assets:
   Cash & cash equivalents                                                    $6,372                   $ 10,447
   Short-term investments in marketable securities                             3,492                      4,352
   Receivables:
        Trade, net of allowance for doubtful accounts
        of $275 and $146 at March 31, 1997                                    11,757                      8,305
        and December 31, 1996, respectively
        Other                                                                      -                        125
                                                                            --------                    -------
   Total receivables                                                          11,757                      8,430
                                                                             -------                    -------
   Inventories                                                                 6,326                      5,049
   Other current assets                                                          819                        586
                                                                            --------                   --------
Total current assets                                                          28,766                     28,864
                                                                             -------                    -------
Property, plant and equipment, net                                             2,103                      1,775
Intangible assets, net                                                         4,424                         41
Notes receivable                                                                 802                        200
Long-term investments in marketable securities                                 2,001                      2,012
Other                                                                             72                         59
                                                                            --------                  ---------
                                                                             $38,168                    $32,951
                                                                             =======                    =======

                            LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Short-term debt                                                              $168                      $168
   Current portion of capital lease obligation                                   107                       132
   Current portion of long-term debt                                             152                         3
   Accounts payable                                                            2,133                     2,247
   Accrued expenses:
        Payroll & commissions                                                  1,446                     1,265
        Warranty                                                                 277                       236
        Other                                                                    731                        86
   Due to affiliated company                                                     132                       140
                                                                              ------                    ------
Total current liabilities                                                      5,146                     4,277
                                                                              ------                    ------
Long-term capital lease obligation                                                 7                        23
Long-term debt                                                                     1                         1
                                                                            --------                  --------
Total liabilities                                                              5,154                     4,301
                                                                              ------                    ------
Stockholders' equity:
   Common stock, par value $.01, issued and                                       84                        82
     outstanding; 8,413,568 at March 31, 1997,
     8,196,981 at December 31, 1996
   Additional paid-in capital                                                 46,210                    42,891
   Deferred compensation                                                        (16)                      (17)
   Unrealized gains                                                                -                         4
   Accumulated deficit                                                      (13,264)                  (14,310)
                                                                            --------                  --------
Total stockholders' equity                                                    33,014                    28,650
                                                                             -------                   -------
                                                                             $38,168                   $32,951
                                                                             =======                   =======

</TABLE>

                                  See accompanying notes to financial statements

                                                       - 3 -

<PAGE>



                              SABRATEK CORPORATION
                            STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
                                   (UNAUDITED)





                                                       Three Months Ended
                                                            March 31,
                                                --------------------------------

                                                         1997           1996
                                                --------------------------------

Net sales                                              $7,467         $2,944

Cost of sales                                           3,027          1,456
                                                --------------------------------

Gross margin                                            4,440          1,488

Selling, general and administrative expenses            3,499          1,476
                                                --------------------------------

Operating income                                          941             12

Other income (expense):
   Interest income                                        143              2
   Interest expense                                       (5)          (104)
   Stock appreciation rights                                -        (1,626)
   Other                                                 (12)              -
                                                --------------------------------

Net income (loss) before taxes                          1,067        (1,716)

   Income tax expense                                      21              -
                                                --------------------------------

Net income (loss)                                      $1,046       $(1,716)
                                                ================================

Weighted average shares outstanding (1996 pro           9,536          6,610
forma)
                                                ================================

Net income (loss) per share (1996 pro forma)              $0.11        $(0.25)
                                                ================================

                 See accompanying notes to financial statements.

                                      - 4 -

<PAGE>



                              SABRATEK CORPORATION
                            STATEMENTS OF CASH FLOWS
                                 (In thousands)
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                                                    Three Months Ended
                                                         ----------------------------------------------
                                                             March 31                March 31,
                                                               1997                     1996
                                                         ----------------------------------------------

<S>                                                              <C>                     <C>
Cash flows from operating activities:
   Net income (loss)                                              $ 1,046                $ (1,716)
   Adjustments to reconcile net income (loss) to
   net cash used in operating activities:
      Depreciation and amortization                                   133                       69
      Stock appreciation rights expense                                 -                    1,628
      Non-cash expense                                                 31                        -
      Provision for bad debts                                          69                       17
      Changes in assets and liabilities
         Receivables                                              (2,989)                    (805)
         Other receivable                                             125                        -
         Inventories                                              (1,264)                    (197)
         Accounts payable                                           (773)                    (519)
         Accrued expenses                                             660                      132
         Due to affiliated company                                    (8)                       11
         Other                                                      (228)                    (119)
                                                         ----------------------------------------------
Net cash used in operating activities                             (3,198)                  (1,499)
                                                         ----------------------------------------------

Cash flows from investing activities:
   Purchases of property, plant, equipment                          (206)                     (41)
   Sale and maturity of marketable securities                         867                        -
   Purchase of Rocap, Inc., net of cash acquired                  (1,283)                        -
   Issuance of note receivable                                      (602)                        -
                                                         ----------------------------------------------
Net cash used in investing activities                             (1,224)                     (41)
                                                         ----------------------------------------------

Cash flows from financing activities:
   Repayment of short-term debt                                         -                    (320)
   Repayment of long-term debt                                        (1)                      (1)
   Proceeds from issuance of long-term debt                             -                    1,590
   Payments of capital lease, net                                    (41)                     (40)
   Proceeds from exercise of stock options and warrants               389                        -
   Proceeds from issuance of stock, net                                 -                    1,556
                                                         ----------------------------------------------
Net cash provided by financing activities                             347                    2,785
                                                         ----------------------------------------------
Increase (decrease) in cash                                       (4,075)                    1,245
Cash and cash equivalents at beginning of period                   10,447                        8
                                                         ----------------------------------------------
Cash and cash equivalents at end of period                       $  6,372                 $  1,253
                                                         ==============================================

</TABLE>

                                  See accompanying notes to financial statements

                                                       - 5 -

<PAGE>



                              SABRATEK CORPORATION
                          NOTES TO FINANCIAL STATEMENTS
                             MARCH 31, 1997 and 1996
                                   (UNAUDITED)

(1)      Financial Statements

         The  financial  statements  included  herein have been  prepared by the
Company, without audit, and include all adjustments of a normal recurring nature
which are, in the opinion of management,  necessary for fair presentation of the
results of  operations  for the three month period ended March 31, 1997 pursuant
to the rules and regulations of the Securities and Exchange Commission.  Certain
information and footnote  disclosures  normally included in financial statements
prepared in accordance with generally accepted  accounting  principles have been
condensed  or omitted  pursuant  to such  rules and  regulations,  although  the
Company believes that the disclosures in these financial statements are adequate
to make the  information  presented not misleading.  These financial  statements
should be read in conjunction  with the Company's  financial  statements and the
notes thereto  included in the Company's Form 10-K filed by the Company with the
Securities  and Exchange  Commission  for the year ended  December 31, 1996. The
results  of  operations  for the  three  months  ended  March  31,  1997 are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 1997.

(2)      Acquisition

         On February 25, 1997, the Company  purchased  substantially  all of the
assets of Rocap, Inc., a Massachusetts corporation ("Rocap"), which produces and
markets  pre-packaged  injectable  prescription  pharmaceuticals  and pre-filled
flush syringes. Terms of the purchase are summarized as follows:

     1) $100,000 in cash.

     2) Forgiveness  of $300,000 in debt owed to the Company as  evidenced by a
        bridge loan agreement entered into on January 15, 1997.

     3) $2,900,000 in common stock of the Company which is  contingently  valued
        at 131,593 shares.  Final shares deliverable will be determined by the
        Company's stock  price at July 1, 1997.  The  Company has the option to
        pay in cash rather than shares.

     4) Assumption of $650,078 in net liabilities.

         Using  the  purchase  method  of  accounting,  the  purchase  price was
allocated to assets  acquired and  liabilities  assumed based on their estimated
fair values.  This  treatment  resulted in the excess of the purchase price over
the  estimated  fair value of net tangible  assets  acquired  being  recorded as
goodwill of $4,404,570. The results of operations acquired have been included in
the statement of operations since the date of acquisition.

                                      - 6 -

<PAGE>



(3)      Notes Receivable

         The Company has loaned $802,000 to two  non-affiliated  corporations in
the form of four  separate  Non-Negotiable  Promissory  Notes due upon demand at
various dates between May 1, 1997 and February 28, 1999. The notes bear interest
at a rate of 5.5% for  $600,000 of the  principal  amount and 6% for $202,000 of
the principal amount.

(4)      Supplemental Disclosures of Cash Flow Information

         Cash paid for interest  during the three month  periods ended March 31,
1997 and 1996 was $5,138 and $27,255, respectively.

(5)      Stock Options

         During the three month period ended March 31, 1997,  the Company issued
8,628 shares,  in aggregate,  of common stock upon the exercise of stock options
pursuant to the Sabratek Corporation Amended and Restated 1993 Stock Option Plan
(the  "Plan").  The option  exercises  resulted  in  proceeds  to the Company of
$67,279, in aggregate.

         Options for a total of 226,304 shares of common stock were granted
during the period  pursuant to the Plan at an exercise price equal to the fair
market value on the date of grant. The stock options vest over a multi-year
period.

(6)      Warrants

         During the three month period ended March 31, 1997,  the Company issued
76,367 shares, in aggregate,  of common stock upon the exercise of warrants. The
warrant exercises resulted in proceeds to the Company of $322,000, in aggregate.

(7)      Subsequent Events

         In April,  1997, the Company  completed a public offering for 1,291,486
primary shares of common stock and 176,574 shares of common stock by and for the
account of existing stockholders at a price to the public of $18.00. Proceeds to
the Company were $21,968,177 after underwriters' discounts and commissions.

(8)      Recent Accounting Pronouncement

         In February,  1997,  the Financial  Accounting  Standards  Board issued
Statement of Financial  Accounting  Standards  ("SFAS") No. 128,  "Earnings  Per
Share"  ("EPS").  Implementation  of SFAS No. 128 is  required  for the  periods
ending  after  December  15,  1997.  The  standard  establishes  new methods for
computing  and  presenting  EPS and  replaces  the  presentation  of primary and
fully-diluted  EPS with  basic and  diluted  EPS.  The new  methods  under  this
standard  are not expected to have a  significant  impact on the  Company's  EPS
amounts.

                                      - 7 -

<PAGE>



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

Overview

         Since its  inception  in 1989,  through  1991,  the  Company was in its
development  stage and engaged  primarily  in research and  development  product
engineering and activities  related to obtaining  clearance from the FDA for its
first product,  the 3030  Stationary  Pump. The Company has a limited  operating
history and,  although  profitable  for the last three  calendar  quarters,  has
experienced  significant  operating losses since  inception.  Upon receiving FDA
clearance  for the 3030  Stationary  Pump in mid-1992,  the Company  focused its
efforts on creating a domestic and international sales and marketing network, as
well as a manufacturing  capability,  to assist in the distribution of its first
product to the  alternate-site  health care market.  Concurrent with these sales
and  marketing   activities,   the  Company  continued  to  fund  the  research,
development  and  regulatory  clearance  activities of other device and software
products.

         The Company commercially  launched the 6060 Ambulatory Pump and related
disposable  supplies in late 1995 and its MediVIEW and  PumpMaster in late 1996.
Since  then,  the  Company  has  continued  its sales and  marketing  activities
domestically  and  internationally  for the  distribution  of its  products  and
continued  to fund the research  and  development  of  additional  products.  On
Februray 25, 1997, the Company  acquired  substantially  all the assets of Rocap
which produces and markets pre-packaged  injectable prescripton  pharmaceuticals
and pre-filled  flush syringes.  In addition,  the Company derives revenues from
the rental of its multi-therapy infusion devices, servicing of products, and the
sale of extended warranties.

         The Company  sells its products  both  directly to  alternate-site  and
acute-care  providers,  as well as to  third-party  distributors.  The Company's
distributors  and customers may purchase  several months of inventory at any one
time which may cause fluctuations in quarterly revenues.  Quarterly fluctuations
may also  result from other  factors.  The  Company  also  markets and sells its
products  internationally  and,  as a result,  its  revenues  may be affected by
fluctuations in exchange rates.  Failure to obtain  regulatory  approval for the
distribution  of new  products  domestically  or in  international  markets,  or
regulatory problems in general, may affect the revenues of the Company.

Results of Operations

Three months ended March 31, 1997 vs. Three months ended March 31, 1996

         Net Sales.  Net sales  increased  $4.6  million to $7.5 million for the
three month  period  ended March 31, 1997 as compared to the three month  period
ended March 31,  1996,  an increase of 159%.  The  increase is  attributable  to
several  factors;  incremental  sales volume of the 3030 Stationary Pump and the
6060 Ambulatory Pump and their related  disposables,  an increase in the average
per unit selling price due to a higher ratio of direct sales versus  distributor
sales,  sales of the Rocap product line (Rocap was acquired in February,  1997),
and the addition of the MediVIEW and PumpMaster products.

         Cost of Sales. Cost of sales increased $1.5 million to $3.0 million for
the three month  period ended March 31, 1997 as compared to $1.5 million for the
three month period ended March 31, 1996, an increase of 100%. Approximately $1.4
million of the increase represents direct product costs

                                      - 8 -

<PAGE>



associated  with  incremental  sales-volume.  The  balance  of the  increase  is
attributable to costs relating to the expansion of production capacity.

         Gross Margin.  Gross margin  increased $2.9 million to $4.4 million for
the three month  period ended March 31, 1997 as compared to $1.5 million for the
three month period ended March 31,  1996,  an increase of 193%.  The increase is
due  primarily  to increased  unit sales  volume and the  variable  contribution
margin  thereon as well as higher  average  pricing  levels and a more favorable
product  mix of the 6060  Ambulatory  Pump  volume to the 3030  Stationary  Pump
volume.

         Selling,  General and  Administrative  Expenses.  Selling,  general and
administrative  expenses  increased  $2.0  million to $3.5 million for the three
month  period  ended March 31,  1997 as  compared to $1.5  million for the three
month period ended March 31, 1996,  an increase of 133%.  The increase is due to
the expansion of the Company's direct sales force and clinical support staff and
the associated travel expenses, as well as greater commission expense associated
with  increased  sales.  Also  contributing  to the increase was the addition of
administrative and management personnel,  as well as the expansion of the Niles,
Illinois facility.  Selling,  general and administrative expenses decreased as a
percent of sales to 47% for the three month period ended March 31, 1997 from 52%
for the three month period ended March 31, 1996.

         Operating Income.  Operating income increased  $929,000 to $941,000 for
the three month period ended March 31, 1997 as compared to $12,000 for the three
month  period  ended  March 31,  1996.  Operating  income as a percent  of sales
increased  to 13% for the three month period ended March 31, 1997 from less than
1% for the three month period  ended March 31,  1996.  The increase in operating
income was due to incremental  gross margin  generated by increased sales volume
of new and existing  products  and higher  average  selling  prices as discussed
above.

         Interest  Income.  Interest income  increased to $143,000 for the three
month  period  ended  March 31,  1997 as  compared to $2,000 for the three month
period ended March 31,  1996.  The increase  reflects the  investment  return of
unused  proceeds from the Company's  initial  public  offering which occurred in
June, 1996.

         Interest  Expense.  Interest expense  decreased to $5,000 for the three
month  period  ended March 31, 1997 as compared to $104,000  for the three month
period ended March 31, 1996. The decrease is attributable to the elimination and
conversion of all convertible debt outstanding in conjunction with the Company's
initial public offering in June, 1996.

         Stock Appreciation Rights Expense. No stock appreciation rights expense
is  recorded  for the  three  month  period  ended  March  31,  1997.  The stock
appreciation  rights  expense for the three month period ended March 31, 1996 of
$1.6 million was non-recurring.

         Income Tax  Provision.  Income tax  provision  of $21,000 for the three
month period ended March 31, 1997  reflects an  effective  rate for  Alternative
Minimum Tax. The Company expects  allowable net operating loss  carryforwards to
offset  pretax  income  for its 1997 tax year.  Due to net  losses for the three
month  period  ended  March 31,  1996,  the Company did not incur any federal or
state income tax liability for the period.


                                      - 9 -

<PAGE>



         Net Income  (Loss).  Net income for the three month  period ended March
31,  1997 was $1.0  million as  compared  to a net loss of $1.7  million for the
three month period  ended March 31, 1996.  Net income for the three month period
ended March 31, 1997 was  achieved  primarily as a result of  incremental  gross
margin generated by increased unit sales volume of new and existing products and
higher average  selling  prices.  Also  contributing to net income was increased
interest  income from the  investment of excess cash and the absence of interest
expense relating to convertible debt.

Liquidity and Capital Resources

         In June,  1996, the Company  completed an initial public  offering with
proceeds of $26.7 million, after underwriters' discounts and commissions.  As of
March 31,  1997,  cash  balances  were  invested in U.S.  Treasury  Bills,  U.S.
Treasury Notes, a short-term bond mutual fund, and a money market account.

         As of March 31, 1997,  the Company had  approximately  $11.9 million in
cash,  cash  equivalents,  short-term  and long-term  investments  in marketable
securities,  and had net working capital of approximately $24.0 million.  During
the three  months  ended  March 31,  1997,  the  Company  entered  into a credit
agreement  with up to $9.5 million of available  borrowing.  Subsequent to March
31, 1997 the Company  completed a secondary  public  offering  with  proceeds of
approximately $22.0 million, after underwriters' discounts and commissions.

         The Company used cash in its operations of  approximately  $3.2 million
for the three  months  ended March 31,  1997.  Cash used in  operations  for the
period  exceeds  the  Company's  operating  results  for the  same  period  due,
primarily,  to the growth in trade  accounts  receivable  and  inventories  as a
result of actual and anticipated growth in sales volume.

         The Company  believes that its  financial  assets will be sufficient to
fund its operations for the  foreseeable  future.  Future  liquidity and capital
resources  could be  adversely  influenced  by  certain  factors  including  the
Company's   dependence  on  a  relatively  new  customer  base,   regulatory  or
legislative  changes  pertaining  to health  care,  product  liability  exposure
regarding the delivery of medication,  dependence on future product development,
and  others.  There  can be no  assurance  that the  Company  will  not  require
additional  financing and may, in the future, seek additional funds through bank
facilities, debt or equity offerings and to the extent such additional financing
is not  available,  the Company  could suffer  material  adverse  effects to its
financial condition and the results of its operations.

                                     - 10 -

<PAGE>



                                     PART II
                                OTHER INFORMATION

Item 1.  Legal Proceedings

                  On February  5, 1997,  SIMS  Deltec  filed a complaint  in the
United  States  District  Court for the  District  of  Minnesota  alleging  that
Sabratek's manufacture,  use and/or sale of the MediVIEW software in conjunction
with its infusion pumps infringes on a patent  entitled  "Systems and Methods of
Communicating  with Ambulatory  Medical  Devices Such as Drug Delivery  Devices"
previously  issued to SIMS  Deltec.  Subsequently,  SIMS Deltec filed an amended
pleading that raised additional claims against Sabratek and two of its employees
including trade secret  misappropriation,  unfair  competition and  interference
with SIMS Deltec's customers.  SIMS Deltec seeks injunctive relief,  unspecified
monetary  damages and costs.  In addition,  SIMS Deltec filed for a  preliminary
injunction against Sabratek seeking to prevent on a preliminary basis Sabratek's
manufacture  and sale of the  MediVIEW  system.  The Company and the  individual
defendants  intend to vigorously  defend  against the  allegations  made by SIMS
Deltec.  Protracted litigation or an adverse outcome in this matter could have a
material  adverse  impact on the  Company's  business,  financial  condition and
results of operations.

Item 2.  Changes In Securities

                  During the period  covered by this report,  the Company issued
the following  securities without registration under the Securities Act of 1933,
as amended.

                  From  January 14, 1997 to March 31, 1997,  the Company  issued
76,367  shares of common  stock upon the  exercise of  warrants  and options not
covered  by  a  registration   statement.   The  Company  received  proceeds  of
approximately $322,000 upon the exercise of such warrants. All such issuances of
common  stock were exempt  from  registration  pursuant  to Section  4(2) of the
Securitise Act of 1933, as amended.

                  On February 25, 1997,  the Company  issued  131,593  shares of
Common Stock valued at $2,900,000 to Rocap,  Inc. as partial  consideration  for
the  acquisition  of  substantially  all of the  assets of Rocap.  This sale was
exempt from registration in reliance on Section 4(2) of the Act.


Item 6.  Exhibits and Reports on Form 8-K

(a)               Exhibits

<TABLE>
<CAPTION>

                                                                                           Page            Incorporation
    Exhibit                                                                             Number (if         by Reference
    Number                            Description of Documents                          applicable)       (if applicable)
    ------                            ------------------------                          -----------       ---------------

<C>               <S>                                                                     <C>                   <C>
       2
      3.1         Articles of Incorporation                                                                      +
      3.2         ByLaws                                                                                         +
     10.1         Agreement with Americorp Financial, Inc. re: Leasing                                           +
                  Services, dated March 22, 1995
</TABLE>


                                     - 11 -

<PAGE>


<TABLE>
<CAPTION>


<C>               <S>                                                                     <C>                   <C>             
    10.1.1        Amendment, dated September 16, 1996, to Agreement                                             +++
                  with Americorp Financial, Inc.
     10.2         Agreement with Clintec Nutrition Company re:                                                   +
                  Development Agreement, dated September 1, 1995
     10.3         Intentionally Omitted
     10.4         Intentionally Omitted
     10.5         Distributorship Agreement with CO-Medical, Inc.,                                               +
                  dated February 17, 1992
     10.6         Distributorship Agreement with Clinical Technology                                             +
                  Inc., dated August 1, 1992
     10.7         Intentionally Omitted
     10.8         Intentionally Omitted
     10.9         Distributorship Agreement with Advanced Medical,                                               +
                  Inc., dated September 1, 1991
     10.10        Distributorship Agreement with Healthcare                                                      +
                  Technology, dated October 9, 1991
     10.11        Intentionally Omitted
     10.12        Intentionally Omitted
     10.13        Pump Contract with Chartwell Home Therapies, dated                                             +
                  November 22, 1993
     10.14        Sales Agreement with Pharmacy Corporation of                                                   +
                  America, dated March 17, 1995
     10.15        Sales & Marketing Agreement with Alpha                                                         +
                  Group, dated November 6, 1995
     10.16        Foreign Distributorship Agreement with MED-O-GEN                                               +
                  INC., dated September 22, 1995
     10.17        Foreign Distributorship Agreement with Yoon Duk                                                +
                  Separation Technology, dated April 17, 1995
     10.18        Foreign Distributorship Agreement with Upwards                                                 +
                  Biosystems Ltd., dated March 8, 1995
     10.19        Foreign Distributorship Agreement with Grupo Grifols,                                          +
                  S.A., dated September 17, 1993
     10.20        Foreign Distributorship Agreement with JMS                                                     +
                  Company, dated March 22, 1996
     10.21        Foreign Distributorship Agreement with Brasimpex                                               +
     10.22        Foreign Distributorship Agreements with Medicare (s)                                           +
                  PTE LTD., dated February 10, 1995
     10.23        Intentionally Omitted

</TABLE>

                             - 12 -

<PAGE>



<TABLE>
<CAPTION>


<C>               <S>                                                                      <C>                   <C>
     10.24        Intentionally Omitted
     10.25        Master Lease Agreement with Comdisco, Inc., dated                                              +
                  August 9, 1994
     10.26        Stock Option Plan                                                                              +
     10.27        Lease for Real Property located at 5601 West Howard,                                           +
                  Niles, Illinois, dated as of May 31, 1994
    10.27.1       Amendment, dated October 30, 1996, to Lease for Real                                          +++
                  Property located at 5601 West Howard, Niles, Illinois
     10.28        Employment Agreement for K. Shan Padda                                                         +
     10.29        Employment Agreement for Anil Rastogi                                                          +
     10.30        Asset Purchase Agreement, dated February 25, 1997,                                            ++
                  by and among Sabratek Corporation; Rocap, Inc. and
                  Elliott Mandell
     10.31        Employment Agreement for Stephen L. Holden                                                   ++++
     10.32        Employment Agreement for Elliott Mandell                                                      ++
     10.33        Lease Agreement for property located at 11 Sixth                                             ++++
                  Road, Woburn, Massachusetts, dated February 1, 1997
     10.34        Lease Agreement for property located at 5 Constitution                                       ++++
                  Way, Woburn, Massachusetts, dated June 26, 1995
     10.35        Lease Agreement for property located at 1629 Prime                        E-1
                  Court, Suite 100, Orlando, Florida, dated March 11,
                  1997
     11.1         Statement re: computation of per share earnings                          E-16
      27          Financial Data Schedule                                                  E-17

</TABLE>

+        Incorporated by reference to the Company's Registration Statement on
         Form S-1, declared effective by the Commission on June 21, 1996
         (File No. 333-3866).

++       Incorporated  by reference to the Company's  Current Report on Form 8-K
         filed with the Commission on March 11, 1997.

+++      Incorporated  by reference to the Company's  Annual Report on Form 10-K
         for the fiscal year ended  December 31, 1996 filed with the  Commission
         on March 31, 1997.

++++     Originally filed as an Exhibit to the Registration Statement on Form
         S-1 on March 17, 1997.


(b)      Reports on Form 8-K

         The  Company's  current  report on Form 8-K,  dated  February  25, 1997
(filed March 12, 1997), is incorporated herein by this reference.


                                     - 13 -

<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.


                              SABRATEK CORPORATION





Date:  May 14, 1997                 By:    /s/ K. Shan Padda
                                       ------------------------
                                          K. Shan Padda
                                          Chairman and Chief Executive Officer



         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this report has been signed by the undersigned, in his capacity as the principal
financial officer of the registrant.





Date:  May 14, 1997                 By:   /s/ Stephen L. Holden
                                       ----------------------------
                                          Stephen L. Holden
                                          Principal Financial Officer



         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
this report has been  signed by the  undersigned,  in his  capacity as the chief
accounting officer of the registrant.





Date:  May 14, 1997                   By:    /s/ Scott Skooglund
                                         --------------------------
                                            Scott Skooglund
                                            Chief Accounting Officer

                                     - 14 -

<PAGE>



                                  EXHIBIT 10.35


Airport III                      LEASE AGREEMENT

THIS AGREEMENT,  made and entered into effective the 11th day of March, 1997, at
Orlando,  Florida between Weeks Realty,  L.P. (Lessor) and Sabratek  Corporation
d.b.a. Rocap, a division of Sabratek Corporation (Lessee).

WITNESSETH:

Premises
--------

1. Lessor,  in consideration of the payments to it by Lessee of the rents herein
contained,  which Lessee  agrees to promptly  pay, and in  consideration  of the
performance by Lessee of the covenants hereinafter provided, which Lessee agrees
to fully and promptly perform, does hereby lease to Lessee:

         A) Approximately  14,400 square feet of space,  hereinafter referred to
as the "Leased  Premises," as shown outlined in red on the plan attached  hereto
as  "Exhibit  A" and  incorporated  herein by  reference;  located at 1629 Prime
Court, Suite 100, Orlando, FL 32809 and known as Airport Commerce Center (Orange
County, Florida) according to the present system of naming streets and numbering
buildings.

         B) The Leased Premises constitutes 33% of the total leasable area
within the Building.

Term
----

2. The term of this Lease shall be for a period of 120 months  beginning June 1,
1997, and ending on May 31, 2007. This period shall be referred to as the "Lease
Term".

Rental
------

3.  During  the first  year of the Lease  Term as Total  Rental  for the use and
occupancy of the Leased Premises,  Lessee shall pay to Lessor in lawful money of
The United States of America the sum of $104,400 per year payable at the rate of
$8,700.00  per month,  plus Florida State sales tax, in advance on the first day
of each and every month during said lease term.  The Total  Rental  includes the
annual  Operating  Expense  Factor  of  $1,500.00   described  in  Paragraph  6,
"Operating Expenses" of this lease, and an annual Base Rent of $7,200.00.

         A) Lessee  has  deposited  with  Lessor  simultaneously  with  Lessee's
execution of this lease, the sum of $8,700.00 plus Florida State sales tax for a
total of  $9,222.00  which will be  credited  to Lessee for payment of the first
month's rent.

         B) If this  lease  commences  on a day other  than the first day of the
month,  the first monthly  installment of rent shall be adjusted and prorated so
that Lessee shall only pay rent for the actual number of days in the first month
of said term. For all other months Lessee shall pay the full monthly installment
on the first day of each and every month.

                                     - E-1 -

<PAGE>




         C) Rent shall be mailed or  delivered by Lessee to Lessor at such place
as Lessor may  designate in writing,  and rent shall be payable  promptly on the
first day of each and every month without prior demand therefor by Lessor.

         D) Lessee hereby agrees with Lessor that in the event that rental and
other sums due hereunder are received after the tenth (10th) day of the month in
which they are due, Lessee shall

         E) The Base Rental as set forth above in this paragraph shall be
increased by twelve percent (12%) beginning on the sixth year of the Lease Term.

Additional Rent
---------------

4. In addition to rent set forth herein, all other payments to be made by Lessee
to Lessor  (including,  but not  limited  to,  reimbursement  for any special or
extraordinary  services  requested or required by Lessee)  shall be deemed to be
and  shall  become  additional  rent  hereunder,  whether  or not  the  same  be
designated  as such;  and  shall be due and  payable  within  thirty  (30)  days
following  demand by Lessor or together with the next succeeding  installment of
rent,  whichever shall first occur,  together with sales tax thereon; and Lessor
shall have the same remedies for failure to pay the same as for a non-payment of
rent.

Security Deposit
----------------

5.  Lessee  shall,  upon the  execution  of this lease,  deposit  with Lessor as
security for the payment of rent and the  performance of all other  covenants to
be performed by Lessee,  the sum of $9,222.00.  Said  security  deposit shall be
non-interest  bearing.  If Lessee  defaults in the payment of any monthly rental
installment  within five (5) days after  receipt of written  demand  therefor or
fails to  perform  any other  covenant  within  ten (10) days  after  receipt of
written demand therefor,  Lessor, at its option,  may apply sufficient sums from
the security deposit towards payment  thereof.  If Lessor elects to so apply the
security  deposit,  or any part thereof,  Lessee shall be obliged to immediately
replenish  the security  deposit for the amount so applied by Lessor.  The total
security deposit shall be held by Lessor until expiration of the initial term or
until  expiration  of any renewal  term if any renewal  option  which  exists is
exercised,  and the unused portion of the security  deposit not having been used
to repair and/or restore any damage  resulting from Lessee's  actions or neglect
to the Leased  Premises  shall be refunded by Lessor to Lessee at the end of the
term of this lease or any renewal  thereof.  The security  deposit  shall not be
applied to rent except upon approval of Lessor.

Operating Expenses
------------------

6. The Total  Rental set forth in  Paragraph  3,  "Rental"  above  includes  the
"Operating  Expense  Factor"  equal  to  $1.25  per  square  foot of the  Leased
Premises,  per year to cover  Lessee's  prorata share (see  Paragraph 1.) of the
projected Operating Expenses of the Building, site and the parking and landscape
areas for the calendar year in which this Lease  commences.  The term "Operating
Expenses" used in this Lease Agreement  represents the total  annualized cost of
operating  the property  including,  but is not limited to,  common and exterior
area Maintenance and Service costs, Real Estate Taxes and Assessments, Insurance
Premiums, and other reasonable costs associated with management and operation of
the Property. Costs shall not include depreciation on any improvement, any major
capital  expenses or  improvements,  particularly  major  re-roofing or pavement
re-surfacing work; moving or relocation

                                     - E-2 -

<PAGE>



costs; legal or collection costs; remodeling costs;  commissions and salaries of
employees of the Property.  Excepting  adjustments  resulting  from increases in
Real Estate taxes and  insurance  premiums,  annual  increases in the  Operating
Expense Factor will be limited to five percent (5%) cumulatively.

         A)  Specifically,  Common  Maintenance  and Service costs shall include
routine  cleaning  and  maintenance  of the  exterior of the Leased  Premises to
include periodic window cleaning; the cleaning,  maintenance and sweeping of the
parking lot and  sidewalks;  the care and  maintenance  of the  landscaping  and
landscaped  areas to include the retention  pond areas and  irrigation  systems;
common area  security  lighting and other power  charges,  if any;  domestic and
irrigation  water,  sanitary  sewer  charges and  assessments;  routine  rubbish
collection,  if any; and any other costs  customarily  considered  reasonable as
common maintenance and service costs.

         B) Real Estate Taxes and Assessments shall include real estate taxes or
any new and  different  taxes,  and  assessments  levied or charged  against the
entire land and building as a completed office building.  All sales tax on rents
and  personal  property  taxes  charged or levied  against  Lessee's  furniture,
fixtures and equipment in the Leased Premises shall be paid by Lessee.

         C)  Insurance  costs shall  include the cost of insuring  the  Building
against loss by fire or casualty with extended coverage,  including insurance of
rents,  in an  amount(s)  determined  by the  Lessor.  In the  event the cost of
premiums on said fire and  extended  insurance  increases  due to the  hazardous
nature  of the use and  occupancy  by Lessee of the  Leased  Premises,  then the
entire  increase in insurance  cost shall be paid by Lessee in a lump sum within
thirty (30) days following receipt of invoice from the Lessor.

         D)  Commencing on the first day of the calendar  year  following  lease
commencement,  and continuing  thereafter  throughout the term of this lease and
any  renewal,  the  Operating  Expense  Factor of the Total  Rental set forth in
Paragraph 3, "Rent" may be  periodically  adjusted to reflect  Lessee's  prorata
share of actual or estimated  decreases  or  increases  in  Operating  Expenses.
Lessor  shall  provide the cost data upon which the  determination  of costs and
increases  are  based  in a format  it shall  determine  to be  consistent  with
reasonable and customary business  practice.  In the event that actual operating
expenses  for a preceding  period are less than the sum  ("Factor")  paid by the
Lessee  under this  provision,  Lessor shall refund or credit such excess to the
account of the Lessee;  if the sum  collected is less than the actual  operating
expenses, Lessee shall reimburse Lessor for such variation upon invoice therefor
accompanied by supporting data.

Construction
------------

7. The Lessor hereby agrees to complete the  improvements to the Leased Premises
as shown in Exhibit "B" attached  hereto.  Lessor shall make its best efforts to
complete construction of the premises by June 1, 1997 but if the construction is
not  substantially  completed  and the Leased  Premises  are not  available  for
occupancy by said date,  Lessee shall have no claim  against  Lessor due to such
delay, excepting that the term of this lease shall not commence until the Leased
Premises  are deemed to be  available to Lessee.  The Leased  Premises  shall be
deemed to be available to Lessee when  construction  by Lessor is  substantially
completed  (notwithstanding the necessity of minor repairs and adjustments still
to be made by the  Lessor,  or  notwithstanding  that  Lessee has not  completed
installation  and/or connection of his fixtures and/or equipment) or when Lessee
actually occupies the Leased Premises whichever occurs first.

                                     - E-3 -

<PAGE>




Utilities
---------

8. Lessee shall pay for electric  power consumed at its Leased  Premises,  which
shall be separately metered.

         A) Lessor shall furnish water and sewer services to the Leased Premises
and Lessee shall  reimburse  Lessor for these charges as part of the  "Operating
Expense  Factor"  (Paragraph 6.) in accordance with an allocation of total usage
(number of gallons per day) for the Leased Premises.

         B) Lessor reserves the right to install, at Lessor's discretion,
separate meters for any public utility.

         C) Lessee shall arrange and pay for trash collection services at the
Leased Premises. 

Insurance
---------

9. Lessor shall arrange to insure the Building of which the Leased Premises form
a part  against  loss by fire or casualty  with  extended  coverage in an amount
determined  by the Lessor and said policies  shall include a standard  waiver of
subrogation clause against Lessee.

         A) Lessee  shall at all times  and at its cost  maintain  comprehensive
public  liability  insurance  on the  Leased  Premises  with  limits of at least
$1,000,000.00 for personal injury,  and death, and property damage.  Said public
liability  policies shall carry both the names of Lessor and Lessee as the named
insured as their respective  interest may appear and Lessee shall provide Lessor
with a copy  thereof  prior to the lease  commencement  date and  shall  exhibit
receipts  showing payment of premiums on request from Lessor.  Such policy shall
further provide that the insurer shall not cancel,  alter or allow expiration or
other  termination  thereof  without at least  thirty (30) days'  prior  written
notice from such insurer to Lessor.

         B)  Lessee  shall at all times and at its  expense  maintain  insurance
against loss by fire and other casualty with extended coverage on its furniture,
fixtures,  inventory,  equipment,  supplies  and  personal  property,  and  said
policies shall include a standard waiver of subrogation clause against Lessor.

Use of Premises
---------------

10.  Lessee shall use and occupy the Leased  Premises only for use as an office,
warehouse  and  production  facility  for  medical  systems  and  pharmaceutical
products and for no other purpose without Lessor's prior written consent.

         A) No routine  repair or servicing of any  automobile or truck shall be
allowed in the Leased  Premises,  in any parking or loading  areas,  roadways or
other areas serving the Building or within the Complex.  No vehicle abandoned or
disabled  or in a state of  non-operation  or  disrepair  shall be left upon the
property  of the Lessor,  and Lessee  shall  enforce  this  restriction  against
Lessee's  employees,  agents,  visitors,  licensees,  invitees,  contractors and
customers.  Should Lessor  determine  that a violation of this  restriction  has
occurred, Lessor shall have the right to cause the offending vehicle, equipment,
trailer or machinery to be removed from Lessor's property, and all costs of such
removal shall be the obligation

                                     - E-4 -

<PAGE>



of the  Lessee  responsible  for such  vehicle  under the terms of the lease and
shall be  reimbursed  to the  Lessor by Lessee  within  ten (10) days of written
notice to Lessee.

         B) Lessor hereby grants to Lessee,  its employees,  guests and invitees
the right to use the  off-street  parking lot on which the Building is situated.
Said  parking  lot  shall  be used by the  Lessee,  its  employees,  guests  and
invitees, in common with other lessees of said Building, their employees, guests
and  invitees,  and in common  with the  Lessor  and its  employees,  guests and
invitees.  If the Lessor  designates  a portion of the parking lot for  employee
parking,  employees  of the Lessee  shall use that  portion  of the lot  thereby
leaving  the  remaining  parking  spaces  in the lot open  for  guest in and out
traffic.  At all  times  in the  absence  of  designated  parking,  Lessee,  its
employees and guests, shall use those parking areas closest to Lessee's premises
to the extent possible.  Lessee shall have  thirty-five  parking spaces of which
five shall be reserved for the exclusive use of Lessee.

         C) Automobiles and/or trucks shall not routinely be stored in the
Leased Premises.

Interruption of Service
-----------------------

11.  Lessor does not warrant  that any services to be provided by Lessor will be
free from interruption due to causes beyond Lessor's  reasonable control. In the
event of temporary  interruption of services or unavoidable  delay in the making
of repairs,  the same shall not be deemed an eviction or disturbance of Lessee's
use and possession of the Leased Premises nor render Lessor liable to Lessee for
damage by abatement of rent or otherwise, nor shall the same relieve Lessee from
performance of Lessee's obligations under this lease.

Waiver of Claim
---------------

12. Subject to the  limitations  in compliance  with paragraph 27 of this Lease,
Lessee waives and releases all claims against Lessor, its agents, employees, and
servants,  in respect of, and they shall not be liable for,  injury to person or
damage to property sustained by Lessee or by any occupant of the Leased Premises
or the Building,  or any other person occurring in or about the Building, or the
Leased Premises resulting directly,  or indirectly,  from any existing or future
condition,  defect,  matter or thing in the Leased Premises,  or the Building or
any part of it, or from equipment or appurtenance  therein, or from accident, or
from any  occurrence,  act,  negligence or omission of any lessee or occupant of
the  Building,  or of any other person;  but nothing in the  paragraph  shall be
deemed to relieve  Lessor  from  liability  for damages or injuries to person or
property  caused by or  resulting  from the  negligence  of Lessor,  its agents,
servants or  employees.  This  paragraph  shall  apply also to damage  caused as
aforesaid or by flooding, sprinkling devices, air conditioning apparatus, water,
frost,  steam,  excessive heat or cold, falling objects,  broken glass,  sewage,
gas,  odors or noise,  or the bursting or leaking of pipes or plumbing  fixtures
and  shall  apply  equally  whether  any  such  damage  results  from the act or
circumstance,  whether of a like or wholly different  nature. If any such damage
to the Leased  Premises or to the  Building  or any  equipment  or  appurtenance
therein, or to Lessee thereof, results from any act or omission or negligence of
Lessee,  its agents,  employees or invitees.  Lessor,  at Lessor's  option,  may
repair such damage and Lessee shall,  within ten (10) days  following  demand by
Lessor, reimburse Lessor forthwith for all cost of such repairs and damages both
to the  Building  and to the  lessees  or  occupants  thereof,  in excess of the
amount,  if any,  paid to Lessor under  insurance  covering  such  damages.  All
property in the  Building or in the Leased  Premises  belonging  to Lessee,  its
agents,  employees or invitees, or to any occupant of the Leased Premises, shall
be there at the risk of Lessee or other  person  only,  and Lessor  shall not be
liable

                                     - E-5 -

<PAGE>



for damage thereto or theft, misappropriation, or loss thereof. Lessee agrees to
hold Lessor  harmless  and to  indemnify  it against  claims and  liability  for
injuries  to all  persons  and for the  damages  to, due to act of  omission  of
Lessee, its agents, employees, guests, customers, clients and invitees.

Care of Premises
----------------

13.  Lessee  shall,  throughout  the lease  term,  take good care of the  leased
premises  and  fixtures,  appurtenances,   doors  and  windows,  and  mechanical
equipment therein,  excepting that which may be covered by applicable  warranty,
and, at its sole cost and expense,  make all non-structural  repairs thereto and
perform  maintenance thereon as and when needed to preserve them in good working
order  and  condition,  reasonable  wear and tear from use and  damage  from the
elements, fire or other casualty,  excepted.  Notwithstanding the foregoing, all
damage or injury to the Leased Premises or to any other part of the Building, or
to its fixtures,  equipment and appurtenances,  whether requiring  structural or
non-structural  repairs,  caused by or resulting  from  carelessness,  omission,
neglect or improper  conduct of Lessee,  its  servants,  employees,  invitees or
licensees,  shall  be  repaired  by  the  Lessee  at  its  sole  expense  to the
satisfaction of Lessor reasonably exercised. Lessee shall also repair all damage
to the  Building  and the  demised  premises  caused by the  moving of  Lessee's
fixtures,  furniture or equipment. All the aforesaid repairs shall be of quality
or class equal to the original work or  construction.  If Lessee fails after ten
(10) days' notice to proceed with due  diligence to make repairs  required to be
made by it,  the same may be made by Lessor at the  expense  of  Lessee.  Lessee
shall  give  Lessor  prompt  notice of any  defective  condition  in the  Leased
Premises  which it is  required to repair or replace.  Lessor  shall  remedy the
condition  with due  diligence  but at the  expense  of  Lessee if  repairs  are
necessitated  by damage or injury  attributable  to Lessee,  Lessee's  servants,
agents,  employees,  invitees, or licensees as aforesaid. All repair work and/or
modifications  made to the Leased  Premises  must be made by licensed and bonded
contractor(s) approved by Lessor.

         A) Lessee  shall be  responsible  for the cost of all  maintenance  and
repairs  (except as may be covered  under  applicable  warranty) to the heating,
ventilating and air conditioning system(s) serving the Leased Premises.  Lessor,
at Lessor's  option,  may elect to enter into a reasonable  service contract for
the  periodic  professional  inspection  and  maintenance  of all  the  heating,
ventilating and air conditioning  equipment serving the building in which Leased
Premises is a part. If Lessor so elects, Lessee shall pay its allocated share of
the cost of the service contract.

         B) At  commencement  of this  Lease,  Lessor  shall  supply  the Leased
Premises with the required lamps, bulbs, ballasts and starters,  but replacement
thereof shall be at Lessee's expense.

         C) Lessor  agrees that  during the full term of this lease it will,  at
its own expense,  keep the exterior and structural parts of the Building in good
condition and repair, and that it will make such repairs promptly as they become
necessary.   Exterior  repairs  shall  be  deemed  to  include  exterior  walls,
foundations,  pavement, roof, gutters,  downspouts, and plumbing which is a part
of the structure or foundation.  Lessor shall make such interior replacements as
are necessitated by equipment failure and repairs and replacements  necessitated
by fire or perils covered by extended coverage clauses (whether or not caused by
the  active or  passive  negligence  of the  Lessee)  for  which  damage or loss
insurance  is  carried  by the  Lessor  and for  which  insurance  proceeds  are
recovered, including interior reconstruction and/or redecorating necessitated by
such fire or other perils.


                                     - E-6 -

<PAGE>



         D) Lessor shall  arrange to keep the exterior  parking lot,  driveways,
and sidewalks  clean and free from rubbish and other objects and in good repair,
arrange for water and sewer and other  services  necessary for the operation and
maintenance  of the  Property  including  but not  limited to grass  cutting and
landscape maintenance.

Compliance with Laws and Regulations
------------------------------------

14.  Lessee  shall  comply  with all  Federal,  State,  County  and  City  laws,
ordinances,  rules and regulations  affecting or respecting the use or occupancy
of the  Leased  Premises  by the  Lessee  or the  business  at any time  thereon
transacted  by the Lessee,  and Lessee  shall comply with all rules which may be
hereafter adopted by Lessor for the protection,  welfare and orderly  management
of the Building and its lessees or occupants.

Holding Over
------------

15. Upon expiration of this lease,  Lessee's continued  possession of the Leased
Premises shall be deemed a month-to-month tenancy terminable by Lessor or Lessee
upon fifteen (15) days' notice.

Signs
-----

16.  Lessee  shall not  install or locate  signs in the windows and doors of the
Leased  Premises  or any other part of the  Building  or grounds  without  first
securing  Lessor's written consent.  Any signs installed by Lessee with Lessor's
permission  shall be  maintained  in good  repair and shall be  removed  and any
building or grounds  damage  therefrom  restored by Lessee at expiration of this
lease at Lessee's  expense.  Lessee shall have Lessor's  permission to install a
freestanding  sign at the entrance to building D. Size and design to be approved
by Lessor.

Warranty of Quiet Enjoyment
---------------------------

17.  Lessee,  upon paying the rents and keeping and  performing the covenants of
this lease to be performed by Lessee, shall peacefully and quietly hold, occupy,
and enjoy said premises during said term or any renewal thereof without any let,
hindrance  or  molestation  by Lessor or any  persons  lawfully  claiming  under
Lessor.

         A) Lessee  shall not  commit  nor  suffer  any  waste  upon the  Leased
Premises,  nor cause nor allow any  nuisance or other act or thing which does or
may disturb the quiet  enjoyment of any other Lessee in the Building  containing
the Leased  Premises  or any other  building  in the Complex of which the Leased
Premises are a part,  including  without  limitation  the  parking,  service and
landscaped areas of such Complex.

         B) Lessee shall not make or allow any noise or odor to be made upon the
Leased Premises,  whether as a part of Lessee's normal  operations or otherwise,
which will or might disturb other Lessees.

Assignment and Subletting

18.  Lessee shall not assign this lease nor sublet all or any part of the Leased
Premises without first securing Lessor' written consent.  If Lessor does consent
to an assignment or subletting, the assignee

                                     - E-7 -

<PAGE>



and/or  sublessee shall first assume in writing all of the obligations of Lessee
under this lease and Lessee shall, for the full term of this lease,  continue to
be jointly and severally  liable with such assignee or sublessee for the payment
of rents and the  performance of all  obligations  required of Lessee under this
lease.  Lessee hereby acknowledges that the use to which the Leased Premises are
put and the  compatibility  of any  occupant  of the  Leased  Premises  with our
lessees,  and the  ability  to pay rent  when due are of  prime  importance  and
significance  to the Lessor in the operation and  maintenance of the Building in
which the Leased Premises are located.

Fire or Other Casualty
----------------------

19. In the event the Leased Premises shall be destroyed or so damaged or injured
by fire or other casualty during the life of this lease,  whereby the same shall
be  rendered  untenantable,  then  Lessor  shall  have the right to render  such
premises  tenantable by repairs  within one hundred  twenty (120) days therefrom
and this lease shall not terminate. If said premises are not rendered tenantable
within said time,  it shall be optional  with either party hereto to cancel this
lease, and in the event of such cancellation, the rent shall be paid only to the
date of such  fire or  casualty.  The  cancellation  herein  mentioned  shall be
evidenced in writing.  During any time that the premises remain untenantable due
to causes set forth in this  paragraph,  the rent or a just and fair  proportion
thereof shall abate.

Eminent Domain
--------------

20. If the whole of the Leased  Premises shall be taken by any public  authority
under the power of  eminent  domain,  or if so much of the  Building  or grounds
shall be taken by any such  authority  under the power of eminent domain so that
the Lessee cannot continue to operate its business in the Leased Premises,  then
the term of this lease  shall  cease as of the day  possession  is taken by such
public  authority  and the rent shall be paid up to that day with  proportionate
refund by Lessor of any such rent as may have been paid in advance or  deposited
as security. The amount awarded for any taking under the power of eminent domain
shall belong to and be the property of the Lessor whether such amount be awarded
as  compensation  for  diminution in value to the leasehold or to the fee of the
premises or as damage to the residue.

Waiver
------

21. No waiver of any of the covenants and  agreements  here  contained or of any
breach  thereof  shall be taken to  constitute a waiver of any other  subsequent
breach  of  such  covenants  and  agreements  or to  justify  or  authorize  the
non-observance  at any time of the same or of any other covenants and agreements
hereof.

Notices
-------

22. All notices  required under this lease to be given to Lessee may be given to
it at 1629 Prime Court, Suite 100, Orlando,  FL 32809, or at such other place as
Lessee may  designate  in writing.  Any such notice to be given to Lessor  under
this lease shall be given to it at 8351 Parkline Blvd.,  Suite 300, Orlando,  FL
32709,  or at such other place as Lessor may  designate in writing.  All notices
shall be in writing and shall be sent by certified mail, postage prepaid,  or by
telecopy facsimile transmission, or by personal delivery.


                                     - E-8 -

<PAGE>



Subordination
-------------

23.  This Lease is subject and  subordinate  to all  mortgages  which may now or
hereafter  affect the Leased  Premises or the Building of which it forms a part,
and to all renewals, modifications,  consolidations, replacements and extensions
thereof,  subject to the remaining provisions of this paragraph. In confirmation
of such subordination, Lessee shall execute promptly any subordination agreement
which shall also  include a  non-disturbance  agreement by any  mortgagee  which
shall  provide  that so long as Lessee  performs  all the terms,  covenants  and
conditions of this Lease and agrees to attorn to the mortgagee or other party of
superior  interest,  Lessee's right to possession  under this Lease shall not be
disturbed and all the rights of the Lessee  hereunder shall remain in full force
and  effect  for the full  term of this  Lease  and any  renewal  periods.  Such
agreement shall be in form and substance reasonably acceptable to Lessee.

Fixtures and Alterations
------------------------

24.  Lessee  shall not,  without  Lessor's  prior  written  consent,  attach any
fixtures in or to the Leased Premises or change,  alter or make additions to the
Leased Premises, nor attach or affix any article hereto, nor permit any annoying
sound device,  overload any floor, or deface the Leased  Premises.  Any attached
fixtures  or any  alterations,  additions  or  improvements  made or attached by
Lessee upon the property  shall, on the expiration or termination of this lease,
if requested by Lessor,  be promptly  removed at Lessee's expense and the Leased
Premises restored by Lessee at its expense to its original  condition,  ordinary
wear  and  tear  excepted.  Any  such  fixture,   alteration,   addition  and/or
improvement  not requested to be removed shall remain on the Leased Premises and
shall  become  and  remain  the  property  of  Lessor.  All  Lessee's  fixtures,
installations  and personal  property not removed from the Leased  Premises upon
expiration  or  termination,  and not required by Lessor to have been removed as
provided  in this  paragraph,  shall  be  conclusively  presumed  to  have  been
abandoned by Lessee and title  thereto  shall pass to Lessor under this lease as
by a bill of sale.

Redelivery of Premises
----------------------

25.  Lessee  shall,  on the  expiration  of this  lease,  deliver  up the Leased
Premises  in as good order and  condition  as it now is or may be put by Lessor,
reasonable  use and  ordinary  wear and tear thereof and damage by fire or other
unavoidable casualty,  condemnation or appropriation  excepted, and Lessee shall
promptly surrender all keys to the Leased Premises to Lessor.

Examination and Exhibiting Premises
-----------------------------------

26.  Subject to Lessee's  reasonable  security and  operating  restrictions  and
advance notice requirements,  Lessor or its duly authorized agent shall have the
right to enter the  Leased  Premises  at all  reasonable  times to  examine  the
condition  of the  same  and to  make  repairs  to the  Leased  Premises  or the
Building.  Within  six (6)  months  prior to the date of the  expiration  of the
lease,  Lessor or its authorized  agent shall have the right to enter the Leased
Premises  at all  reasonable  times for the  purpose of  exhibiting  the same to
prospective lessees.

                                     - E-9 -

<PAGE>



Indemnification
---------------

27. Lessee shall pay all loss or damage  occasioned by or growing out of the use
and occupancy of the Leased Premises by Lessee, its agents,  employees,  guests,
customers  and invitees,  and Lessee will  indemnify,  protect,  and save Lessor
harmless from and against any loss of liability thereof or therefor and from and
against any expense,  cost and attorney's  fees incurred in connection  with any
claim for such loss or damage,  including  costs and attorney's  fees on appeal.
The foregoing  indemnification  provision  shall not apply to any claims arising
from or due to any act,  neglect,  fault or  omission  of  Lessor,  or of any of
Lessor's   employees,    agents   or   contractors   (collectively,    "Lessor's
Representatives"),  or  arising  from  or  due  to  breach  or  default  in  the
performance of any  obligation on Lessor's part to be performed  under the terms
of this Lease.

Cleanliness Of Premises
-----------------------

28.  Lessee  will keep the  interior of the Leased  Premises  clean and will not
improperly or unlawfully release, store, handle, or dispose of any refuse, trash
or hazardous  materials or  contaminants  in the Leased Premises or in or around
the Building of which the Leased Premises form a part.  Lessee shall immediately
notify  Lessor and  appropriate  governmental  agencies and  authorities  having
jurisdiction  if a release of such  materials  occurs,  and shall take  complete
corrective  action to clean and remove the  material and restore the Premises in
compliance with procedures  established by such  authorities,  and shall provide
appropriate evidence of compliance. Lessee agrees to hold Lessor harmless of and
from any  liability,  public or private,  arising as a result of such release or
contamination and such  indemnification  shall survive expiration or termination
of the Lease.  Lessor  represents  that, to the best of its knowledge,  there is
neither  currently  nor has there been any release or discharge of any hazardous
substances in or around the Leased Premises or the Building.

Other Provisions
----------------

29. A) In the event of  litigation  between  Lessor and Lessee,  the  prevailing
party  will be  entitled  to recover  its  reasonable  legal and other  expenses
including court costs.

         B) Lessor shall have the right, at any time without liability to Lessee
to  decorate  and to  make,  at  Lessor's  own  expense,  repairs,  alterations,
additions  and  improvements,  structural  or  otherwise,  in or to  the  Leased
Premises,  the Building or any part thereof,  and to perform any acts related to
the safety,  protection and preservation  thereof, and during such operations to
take into and  through  the  Leased  Premises  or any part of the  Building  all
material and equipment required and to close or temporarily suspend operation of
entrances,  doors,  corridors or other  facilities,  provided  that Lessor shall
cause as little  inconvenience or annoyance to Lessee as is reasonably necessary
in the  circumstances,  and shall not do any act which  permanently  reduces the
size of the  Leased  Premises.  Lessor  may do any  such  work  during  ordinary
business  hours and  Lessee  shall pay Lessor for  overtime  and other  expenses
incurred if such work is done during other hours at Lessee's request.

         C) All approvals required of and between Lessor and Lessee under the
provisions of this Agreement shall not be unreasonably withheld.

                                    - E-10 -

<PAGE>



Rights and Remedies Reserved to Lessor
--------------------------------------

30. All rights and remedies of Lessor herein  enumerated shall be cumulative and
none shall exclude any other right or remedy allowed by law.

         A) If any voluntary or involuntary  petition or similar  pleading under
any  section  or  sections  of any  bankruptcy  act shall be filed by or against
Lessee,  or any  voluntary  or  involuntary  proceedings  in any court  shall be
instituted  to declare  Lessee  insolvent  or unable to pay Lessee's  debts,  or
Lessee makes an  assignment  for the benefit of its  creditors,  or a trustee or
receiver is appointed for Lessor or for the major part of Lessee's property, and
such  petition or action is not released or dismissed  within  thirty (30) days,
then and in any such event Lessor may, if Lessor so elects,  but not  otherwise,
and with or without  notice of such  election and with or without entry or other
action by lessor,  forthwith terminate this lease, and notwithstanding any other
provisions  of this lease,  Lessor  shall  forthwith  upon such  termination  be
entitled to recover  damages in an amount equal to the then present value of the
rent specified in Paragraphs 3 and 4 of this lease for the residue of the stated
term hereof,  less the fair rental income of the premises received by Lessor for
the residue of the stated  term.  Lessor  shall make all  reasonable  efforts to
re-lease the premises.

         B) If Lessee  defaults in the prompt  payment of rent and such  default
shall  continue for seven (7) days after the same be due and payable;  or in the
performance  or observance  of any other  provision of this lease and such other
default shall  continue for ten (10) days,  after notice thereof shall have been
given to Lessee;  or if the  leasehold  interest  of Lessee be levied upon under
execution  or  attached  by process  of law;  or if Lessee  abandons  the Leased
Premises;  then and in any such event Lessor, if it so elects forthwith,  or any
time  thereafter  while such default  continues,  either may terminate  Lessee's
right to possession without terminating this lease, or may terminate this lease.

         C) Upon any  termination  of this  lease,  whether  by lapse of time or
otherwise;  or upon any termination of the Lessee's right to possession  without
termination of the lease;  the Lessee shall surrender  possession and vacate the
Leased Premises immediately and deliver possession thereof to the Lessor.

         D) Lessee shall be deemed to have abandoned the Leased Premises if rent
is not  currently  paid and Lessee is absent from the  premises  for a period of
fifteen  (15) days.  If the Lessee  abandons  the Leased  Premises or  otherwise
entitles  the Lessor so to elect,  and if the  Lessor  elects to  terminate  the
Lessee's right to possession  only,  without  terminating the lease,  the Lessor
may, at the Lessor's option, enter into the Leased Premises, remove the Lessee's
signs and other evidences of tenancy,  and take and hold  possession  thereof as
provided in Paragraph  30(C) without such entry and possession  terminating  the
lease or releasing the Lessee, in whole or in part, from the Lessee'  obligation
to pay the  rent  hereunder  for the  full  term.  Upon  and  after  entry  into
possession  without  termination  of the lease,  the Lessor may relet the Leased
Premises or any part  thereof for the account of the Lessee to any person,  firm
or corporation other than the Lessee for such rent, for such time, and upon such
terms as the Lessor in the Lessor's sole discretion shall determine. In any such
case, the Lessor may make repairs in or to the Leased  Premises,  and redecorate
the same to extent deemed by the Lessor  necessary or desirable,  and the Lessee
shall, upon demand,  pay the cost thereof together with the Lessor's expenses of
the  reletting.  If the  consideration  collected  by the  Lessor  upon any such
reletting for the Lessee's  account is not  sufficient to pay the full amount of
unpaid  rent  reserved  in this  lease,  together  with the  costs  of  repairs,
alterations,  additions,  redecorating,  and the Lessor's  expenses,  the Lessee
shall pay to the Lessor the amount of each deficiency upon demand.

                                    - E-11 -

<PAGE>




         E) Lessee shall pay all Lessor's costs, charges and expenses, including
the fees of counsel, agents and others retained by Lessor, incurred in enforcing
Lessee's  obligations  hereunder  or  incurred  by  Lessor  in  any  litigation,
negotiation,  bankruptcy or insolvency proceeding or transaction including those
in which Lessee causes Lessor,  without  Lessor's  fault,  to become involved or
concerned.

         F) If Lessee violates any of the terms and provisions of this lease, or
defaults in any of its obligations hereunder,  other than the payment or rent or
other  sums  payable  hereunder,  such  violation  may  be  restrained  or  such
obligation enforced by injunction.

         G) Lessee agrees that it will promptly pay said rent at the times above
stated;  that,  if any part of the rent  remains  due and unpaid for ninety (90)
days next after the same shall  become due and  payable,  Lessor  shall have the
option of  declaring  the balance of the entire  rental term of this lease to be
immediately  due and payable,  and Lessor may then proceed to collect all of the
unpaid rent called for by this lease by distress or otherwise.

Liens
-----

31.  A)  Lessee   agrees  that  Lessee  will  pay  all  liens  of   contractors,
subcontractors,  mechanics,  laborers,  materialmen,  and  other  liens  of like
character,  and will indemnify Lessor against all legal costs and charges,  bond
premiums for release of liens,  including reasonable  attorney's fees reasonably
incurred  (whether  litigation  is necessary or not) in  discharging  the Leased
Premises or any part thereof from any liens,  judgments,  or encumbrances caused
or suffered by Lessee.  It is understood  and agreed  between the parties hereto
that the cost and charges  above  referred to shall be  considered as additional
rent. The foregoing  shall not be deemed to authorize any repairs,  alterations,
additions or improvements by Lessee.

         B) The Lessee  herein shall not have any  authority to create any liens
for labor or material on the Lessor's interest in the above described  property,
and all  persons  contracting  with the Lessee for the  erection,  installation,
alteration, or repair of improvements on or to the above described premises, and
all  materialmen,  contractors,  mechanics and laborers are hereby  charged with
notice that they must look to the Lessee and to the  Lessee's  interest  only in
the above described  property to secure the payment of any bill for work done or
material furnished during the rental period created by this lease.

Estoppel Certificate
--------------------

32. Lessee and Lessor, upon request,  one from the other, shall give or exchange
with, one with the other,  estoppel  certificates  which shall confirm to others
that the lease is in full force and  effect,  that  neither  party is in default
and/or  such  other  information  regarding  the  lease  as  may  be  reasonably
appropriate and factual.

Validity
--------

33. It is  understood  and agreed that in the event any  provision of this lease
shall be adjudged,  decreed,  held or ruled to be invalid, such portion shall be
deemed severable, and it shall not invalidate or impair the agreement as a whole
or any other provision of the agreement.

                                    - E-12 -

<PAGE>



Successors and Assigns
----------------------

34. This Lease and all  provisions,  covenants and  conditions  thereof shall be
binding upon and inure to the benefit of the heirs, legal  representatives,  and
successors,  and assigns of the  parties  hereto,  except that no person,  firm,
corporation  nor court officer  holding under or through  Lessee in violation of
any of the terms,  provisions or conditions of this lease, shall have any right,
interest or equity in or to this lease,  the terms of this lease or the premises
covered by this lease.

Entire Agreement
----------------

35. This lease document and the addenda  attached  hereto  constitute the entire
agreement  between the parties and supersedes all prior  agreements.  No waiver,
modifications,  additions  or  addends to this  Lease  Agreement  shall be valid
unless in writing  and signed by both the Lessor  and the  Lessee.  The  addenda
listed here are a part of this Lease Agreement.

                           Disclosure Statement
                           Exhibit "A"
                           Exhibit "B"
                           Special Provisions Addendum

IN WITNESS  WHEREOF,  Lessor and Lessee have hereunto  executed this lease as of
the day and year first above written.

Witnessed



                                WEEKS REALTY, LP
--------------------------      --------------------------------------
                                LESSOR



                                By:       /s/
--------------------------      --------------------------------------



                                SABRATEK CORPORATION D.B.A. ROCAP, INC.
--------------------------      ---------------------------------------
                                LESSEE



                                By:  /s/  Elliott Mandell
--------------------------      ----------------------------------------
                                         President

                                    - E-13 -

<PAGE>



ADDENDUM

         DISCLOSURE STATEMENT

1.       AGENCY DISCLOSURE

Mike Borling (Licensee) of Ensign Properties, Inc., is, by this document, giving
notice to the Tenant  (Buyer/Seller/Tenant/Landlord) that he/she/it is the agent
and representative of the Landlord (Buyer/Seller/Tenant/Landlord).

The undersigned(s) acknowledges that this written notice was received before the
undersigned(s)  signed a contractual offer or lease agreement in compliance with
Section   475.25(1)(q)   Florida   Statutes,   and  Rule   21V-10.033,   Florida
Administrative Code.

/s/  Elliott Mandell
---------------------------------------                -------------------
Signed:  Buyer/Seller/Tenant/Landlord                         Date



---------------------------------------                -------------------
Signed:  Licensee                                              Date

         Doris Fay Hood
--------------------------------------
Name of Broker


2.       RADON GAS - Notice to Prospective Purchaser/Tenant

Radon is a naturally occurring  radioactive gas that, when it has accumulated in
a building in sufficient  quantities may present health risks to persons who are
exposed  to it over  time.  Levels  of  radon  that  exceed  federal  and  state
guidelines  have been found in  buildings  in  Florida.  Additional  information
regarding radon and radon testing may be obtained from your county public health
unit. Pursuant to Section 404.056(8), Florida Statutes.

3.       COMPENSATION - If applicable

The  buyer/lessee  acknowledges  that  Ensign  Properties  is being  paid by the
seller/lessor. Pursuant to Rule 2-13.003(2), Florida Administrative Code.


                                    - E-14 -

<PAGE>



                           SPECIAL PROVISIONS ADDENDUM
                           ---------------------------

These Special Provisions form a part of that certain Lease Agreement,  dated the
_____________ day of March, 1997, made and entered into between Weeks Realty LP,
Inc. ("Lessor") and Sabratek Corporation d.b.a. Rocap, Inc.  ("Lessee").  Unless
otherwise  specifically  defined herein,  all terms in these Special  Provisions
with an initial capital letter shall have the same definitions  ascribed thereto
in the Lease  Agreement  to which they are  attached.  To the extent  that these
Special Provisions conflict with, or are inconsistent with the terms, conditions
and provisions of the Lease Agreement to which they are attached,  these Special
Provisions shall govern and control.

1.  REIMBURSEMENT  OF LEASEHOLD  IMPROVEMENT  COSTS:  The Lessee shall reimburse
Lessor for all direct and  indirect  costs to  complete  Leasehold  Improvements
(described  in Exhibit  B) above  Lessor's  contribution  of  $187,200.00.  Such
reimbursement  shall be payable  monthly,  as additional  rent, by the sum which
shall amortize the total sum by constant payment.  Such  reimbursement  shall be
payable  monthly,  as additional rent by that sum which shall amortize the total
cost by constant payment over one hundred twenty (120)  consecutive  months with
an  interest  rate of 10.25%  per  annum on the  unpaid  balance.  The total sum
subject to amortization shall be as reasonably determined by Lessor and approved
by Lessee as a result of competitive  construction  bids based upon complete and
final plans  approved by Lessee along with such other costs for permits,  impact
fees,  design and  engineering  associated with the work.  Initial  estimate for
Leasehold  improvements have been estimated at $345,600.00.  This amount exceeds
Lessor's  contribution of $187,200 by $158,400.00 and will be amortized over the
Lease term as described  above.  Final  construction  cost to be determined once
plans are  finalized  and  construction  bids have been  received.  Any  savings
achieved  will  be  passed  on  the  Lessee  by way of  reducing  the  Leasehold
amortization amount.

2. OPTIONS TO RENEW:  Provided Lessee has complied with all terms and conditions
of this Lease  Agreement or promptly  remedied  any  default,  Lessee shall have
options to renew the lease agreement for Two (2) additional five (5) year terms.
Lessee must notify  Lessor of their  intention  to  exercise  these  options one
hundred  twenty (120) days prior to Lease  termination.  At that time Lessor and
Lessee shall negotiate the new rental rate at then market rates.

3. AIR COMPRESSOR AND EMERGENCY GENERATOR:  Lessee shall be permitted to install
an air compressor and an emergency  generator  where indicated on attached floor
plan,  provided they are screened from view.  Lessee may cover this area if they
desire. Natural gas or propane shall power the generator.

4. FIRST  RIGHT OF  REFUSAL:  Tenant  shall have a first right of refusal on the
adjacent  4,800  square  foot suite,  suite 400.  Upon a signed  proposal  being
received  by Lessor for suite 400,  Lessor  shall  notify  Lessee of this signed
proposal  and  Lessee  will have  three (3)  business  days to notify  Lessor of
Lessee's  intention  to  lease  the  suite  on an  immediate  basis.  Terms  and
conditions will be at least  equivalent to the terms and conditions  outlined in
the signed proposal.


LESSEE /s/ E. M.
       --------------------------


LESSOR --------------------------

                                    - E-15 -

<PAGE>



                                  EXHIBIT 11.1


                 STATEMENT RE COMPUTATION OF PER SHARE EARNINGS

<TABLE>
<CAPTION>

                                                                          Three Months Ended March 31,
                                                                     1997                              1996
                                                                                                   (pro forma)
                                                      --------------------------------------------------------------------

<S>                                                                       <C>                            <C>     
Net income (loss) in thousands                                            $1,046                         ($1,716)
Adjustment to interest expense assuming
conversion of debt at beginning of period                                      -                               77
                                                      --------------------------------------------------------------------
Adjusted net income (loss)                                                $1,046                         ($1,639)
                                                      ====================================================================
Weighted average common shares
outstanding                                                            8,286,846                        1,717,899
Weighted average preferred shares
outstanding assuming conversion                                                -                        1,838,114
Effect of conversion of convertible
subordinated debentures                                                        -                          612,358
Additional shares pursuant to SAB 83                                           -                        2,441,200
Additional shares for options and warrants
outstanding under treasury-stock method                                1,248,683                                -
                                                      --------------------------------------------------------------------
                                                                       9,535,529                        6,609,571
                                                      ====================================================================
Net income (loss) per share                                          $0.11                           $(0.25)
                                                      ====================================================================
</TABLE>


                                    - E-16 -

<PAGE>


                                                    EXHIBIT 27

                                             FINANCIAL DATA SCHEDULES
<TABLE>
<CAPTION>


ITEM NUMBER                                     ITEM DESCRIPTION                                         AMOUNT

<C>                        <S>                                                                         <C>      
5-02(1)                    cash and cash items                                                          6,372,691
5-02(2)                    marketable securities                                                        5,495,520
5-02(3)(a)(1)              notes and accounts receivable-trade                                         12,021,651
5-02(4)                    allowance for doubtful accounts                                                274,776
5-02(6)                    inventory                                                                    6,326,070
5-02(9)                    total current assets                                                        28,717,268
5-02(13)                   property, plant and equipment                                                2,264,462
5-02(14)                   accumulated depreciation                                                       161,989
5-02(18)                   total assets                                                                37,768,763
5-02(21)                   total current liabilities                                                    4,796,196
5-02(22)                   bonds, mortgages and similar debt                                                7,469
5-02(28)                   preferred stock - mandatory redemption                                               0
5-02(29)                   preferred stock - no mandatory redemption                                            0
5-02(30)                   common stock                                                                    84,136
5-02(31)                   other stockholders' equity                                                  32,965,098
5-02(32)                   total liabilities and stockholders' equity                                  37,768,763
5-03(b)1(a)                net sales of tangible products                                               7,466,762
5-03(b)1                   total revenue                                                                7,466,762
5-03(b)2(a)                cost of tangible goods sold                                                  3,026,472
5-03(b)2                   total costs and expenses applicable to sales and revenues                    3,026,472
5-03(b)3                   other costs and expenses                                                     3,498,873
5-03(b)5                   provision for doubtful accounts and notes                                       68,625
5-03(b)(8)                 interest and amortization of debt discount                                           0
5-03(b)(10)                income before taxes and other items                                          1,067,188
5-03(b)(11)                income tax expense                                                                   0
5-03(b)(14)                income/loss continuing operations                                                    0
5-03(b)(15)                discontinued operations                                                              0
5-03(b)(17)                extraordinary items                                                                  0
5-03(b)(18)                cumulative effect-changes in accounting principles                                   0
5-03(b)(19)                net income                                                                   1,045,844
5-03(b)(20)                income per share - primary                                                        0.11
5-03(b)(20)                earnings per share - fully diluted                                                  na


                                                     - E-17 -

</TABLE>