SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


[x]  QUARTERLY  REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE ACT
     OF 1934

                  For the quarterly period ended March 31, 1999

                           Commission File No. 2-70197

                              OCEAN BIO-CHEM, INC.
             (Exact name of registrant as specified in its charter)


               Florida                                          59-1564329
  (State  of other jurisdiction                              (I.R.S. Employer
   of incorporation or organization)                        Identification No.)

Registrant's telephone number, including area code - 954-587-6280

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

          YES    _X_                                     NO    ___

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

           $.01 Par Value Common Stock, 10,000,000 shares authorized,
           3,766,517  shares issued and  outstanding  at March 31, 1999.



<PAGE>


                         PART I - Financial Information

 Item l.  Financial Statement

                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                                            
<TABLE>
<CAPTION>
                                     ASSETS

                                                                  MARCH 31,       DEC. 31,
Current Assets:                                                    1999            1998   
                                                                ------------    ------------
<S>                                                               <C>             <C>       
  Cash                                                            $  339,616      $    8,871
  Trade accounts receivable net of allowance
    for doubtful accounts of $26,000 and $35,000 at
     March 31, 1999 and December 31, 1998, respectively            2,308,412       2,329,712
  Due from officer                                                   161,000         161,100
  Inventories                                                      3,319,698       3,691,877
  Prepaid expenses                                                    80,199          85,123
                                                                ------------    ------------

      Total Current Assets                                         6,209,025       6,276,683
                                                                ------------    ------------

Property, Plant and Equipment, net                                 4,345,624        4374,991 
                                                                ------------    ------------

Other Assets:
  Trademarks, trade names and patents, net
   of accumulated amortization                                       393,687         399,415
  Funds held in escrow for construction and equipment                530,055         583,432
  Due from affiliated companies, net                                 524,800         870,150
  Deposits and other assets                                          331,418         342,123
                                                                ------------    ------------
     Total Other Assets                                            1,779,960       2,195,120
                                                                ------------    ------------
        Total Assets                                             $12,334,609     $12,846,794
                                                                ============    ============

                      LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
  Accounts payable - trade                                          $508,259        $932,927
  Note payable - bank                                              2,557,806       3,009,118
  Current portion of long term debt                                  294,075         300,000
  Other accrued liabilities                                           80,770          77,991
                                                                ------------    ------------
       Total Current Liabilities                                   3,440,910       4,320,036
                                                                ------------    ------------

Long term debt, less current portion                               4,395,925       4,070,000
                                                                ------------    ------------

Shareholders' Equity:
   Common stock - $.01 par value,  10,000,000 shares
     authorized, 3,766,517  and 3,753,017 shares issued
     and outstanding at March 31, 1999 and December 31, 1998,
     respectively                                                     37,665          37,530
   Additional paid-in capital                                      3,241,592       3,232,327
   Retained earnings                                               1,397,464       1,332,567
   Foreign currency translation adjustment                          (172,072)       (145,666)
                                                                ------------    ------------
                                                                   4,504,649       4,456,758
   Less cost of common stock in treasury, 5,789 shares
      at March 31, 1999                                               (6,875)           --
                                                                ------------    ------------
                                                                   4,497,774       4,456,758
                                                                ------------    ------------
   Total Liabilities & Shareholders' Equity                      $12,334,609     $12,846,794
                                                                ============    ============
</TABLE>


<PAGE>


                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                        CONSOLIDATED STATEMENTS OF INCOME
                        FOR THREE MONTHS ENDED MARCH 31,


                                                       1999             1998    
                                                    -----------     ------------

Gross sales                                         $ 3,418,814     $ 2,787,441

Allowances                                              379,122         259,959
                                                    -----------     -----------

Net sales                                             3,039,692       2,527,482

Cost of goods sold                                    2,107,223       1,820,304
                                                    -----------     -----------

Gross profit                                            932,469         707,178

Costs and expenses:
    Advertising and promotion                            98,240          70,800
    Selling and administrative                          637,857         567,627
    Interest expense                                     98,634          59,282
                                                    -----------     -----------

       Total costs and expenses                         834,761         697,709
                                                    -----------     -----------

Operating income                                         97,738           9,469

Interest income                                           6,160          15,682
                                                    -----------     -----------

Income before income taxes                              103,898          25,151

Provision for income taxes                               39,000           5,166
                                                    -----------     -----------

Net income                                               64,898          19,985
                                                    -----------     -----------

Other comprehensive income, net of tax

   Foreign currency translation adjustment               12,744          (3,191)
                                                    -----------     -----------

Comprehensive income                                $    52,154     $    16,794
                                                    ===========     ===========

Earnings per common share                           $       .02     $       .01
                                                    ===========     ===========


Earnings  per share were  calculated  on the basis of  3,757,517  and  3,753,017
weighted average shares of common stock outstanding for the quarters ended March
31, 1999 and 1998, respectively.  The Company has adopted Statement of Financial
Accounting  Standards No. 130 that requires items of comprehensive  income to be
stated as part of the basic financial statements. The only item of comprehensive
income that the registrant has are foreign currency translation adjustments.



<PAGE>



                              OCEAN BIO-CHEM, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                         FOR THREE MONTHS ENDED MARCH 31

                                                            1999         1998 
                                                         ---------    ----------
Cash flow provided (used) by operating activities:

  Net Income                                             $  64,898    $  19,985

Adjustments to reconcile net income
  to net cash provided by operations:
  Depreciation and amortization                             78,578       64,597
  Changes in assets and liabilities:
  (Increase) decrease in accounts receivable                21,300     (258,718)
  (Increase) decrease in inventory                         372,179     (284,757)
  Decrease in prepaid expenses                               4,924       67,223
  Increase (decrease) in accounts payable,
   accrued expenses and other                             (411,184)     417,674
                                                         ---------    ---------

  Net cash provided by operating activities                130,695       26,004
                                                         ---------    ---------

Cash provided by financing activities:
  Net reduction under line of credit                      (451,312)    (671,213)
  Net reductions in advances to affiliates                 345,350       17,795
  Net reductions in current portion of long term debt       (5,925)     (10,000)
  Long term borrowings, net                                325,925      (80,000)
  Common stock transactions, net                             2,525         --   
                                                         ---------    ---------

  Net cash provided (used) by financing activities         216,563     (743,418)
                                                         ---------    ---------

Cash provided (used) by investing activities:
  Purchase property, plant, equipment, net                   9,893      (55,485)
                                                         ---------    ---------

 Net cash used by investing activities                       9,893      (55,485)
                                                         ---------    ---------

Increase (decrease) in cash prior to effect
   of exchange rate on cash                                357,151     (772,899)
Effect of exchange rate on cash                            (26,406)      (4,039)
                                                         ---------    ---------

Increase (decrease) in cash                                330,745     (776,938)
Cash at beginning of period                                  8,871      787,411
                                                         ---------    ---------

Cash at end of period                                    $ 339,616    $  10,473
                                                         =========    =========

Supplemental Information:
  Cash used for interest during period                   $  85,192    $ 101,114
  Cash used for income taxes during period               $    --      $    --   
                                                         =========    =========

The company had no cash equivalents at March 31, 1999 and 1998.


<PAGE>



                              OCEAN BIO-CHEM, INC.
                                AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

l. The  information  contained  in this Report is  unaudited,  but  reflects all
adjustments  which are, in the opinion of the  management,  necessary for a fair
statement of results of the interim periods, consisting only of normal recurring
accruals. The results for such interim periods are not necessarily indicative of
results to be expected for the full year.

Certain financial statement items for the quarter ended March 31, 1998 have been
reclassified to conform to the 1999 presentation.

     Item 2.  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL  CONDITIONS AND
              RESULTS OF OPERATIONS

Liquidity and Capital Resources

The primary sources of the Registrant's liquidity are its operations, short-term
borrowings  from a  commercial  bank  pursuant  to a  revolving  line of  credit
arrangement, and other borrowings.

The  total  borrowings  under  the line are  secured  by trade  receivables  and
inventories  and can aggregate a maximum amount of $5,000,000.  The line matures
in August,  2001.  Under the terms of the line,  the  Registrant  is required to
maintain minimum working capital of $1,500,000,  a debt to tangible net worth of
ration 2 to 1 and debt service coverage of 1.1 times.

On March 25, 1999,  The  Registrant  borrowed  $400,000  from an entity owned by
certain  officers of the Company.  The obligation  requires  monthly payments of
principal and interest at prevailing rates through maturity during April,  2004,
when a final balloon payment is due.

The  Registrant  is  involved  in  making  sales  in the  Canadian  market  and,
accordingly, is subject to fluctuations of the Canadian currency. The Registrant
does not engage in currency hedging and deals with such risk as a pricing issue.

Results of Operations:

Gross sales  increased  approximately  22% for the quarter  ended March 31, 1999
when compared to the same quarter of the preceding year.

Cost of goods sold  decreased as a percentage of gross sales when  comparing the
quarter  ended  March  31,  1999  with  the  comparable  quarter  in  1998.  The
percentages  were  61.6 % and  65.3%  for the  quarters  ended  1999  and  1998,
respectively.  This change was  primarily  due to an improved  product mix and a
general sales price increase.

Selling  and  administrative   expenses  increased  approximately  $83,700  when
comparing the quarter ended March 31, 1999 with March 31, 1998.  This change was
primarily due to personnel costs and professional fees.

Advertising and promotion  increased  approximately  $27,400 comparing the three
months  ended  March 31,  1999 and 1998.  This was  primarily  due to  increased
co-operative advertising.

Interest  expense  increased  when  comparing  the March 31, 1999 quarter to the
corresponding  quarter  in  1998  by  approximately  $25,900  due  primarily  to
increased borrowings.



<PAGE>


PART II - Other Information

Item l - Legal Proceedings:  Not applicable.

Item 2 - Changes in Securities:

     During March,  1999,  13,500 shares of the  Registrant's  Common Stock were
issued to Edward Anchel in exchange for financial  consulting  services rendered
to the Company during the period December 1, 1998 trough February 28, 1999.

     During March,  1999,  the  Registrant  acquired  5,789 shares of its Common
Stock as Treasury Shares in exchange for cancellation of an employee loan in the
amount of $6,875.

     During May,  1999,  55,982  shares of the  Registrant's  Common  Stock were
issued to certain  employees  as a bonus for their  respective  services  to the
Company. Such awards were not made pursuant to a formal Employee Bonus Plan. The
financial impact of these issuances,  approximately  $41,900, will be charged to
operations during the quarter ending June 30, 1999.

Item 3 - Defaults Upon Senior Securities:  Not applicable

Item 4 - Submission of Matters to Vote of Security Holders:  Not
         applicable

Item 5 - Other Matters:  Not applicable

Item 6 - Exhibits and Reports on Form 8-K

          (A)  Exhibits: Not Applicable



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 hereunto duly authorized.

                                          OCEAN BIO-CHEM, INC.

Date:   May 10, 1999                      By: /s/ PETER G. DORNAU               
     ---------------------------------       -----------------------------------
                                              Peter G. Dornau
                                              Chairman of the Board and
                                              Chief Executive Officer


                                          By: /s/ PETER G. DORNAU               
                                              ----------------------------------
                                               Peter G. Dornau
                                               Chief Financial Officer