SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


           [x] QUARTERLY REPORTPURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 2005

                                       or

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

                           Commission File No. 2-70197

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


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


             4041 SW 47 Avenue, Fort Lauderdale, Florida 33314-4023
                                  954-587-6280
       ------------------------------------------------------------------
       (Address and telephone number, including area code of Registrant's
                          Principal Executive Offices)

                    Securities registered pursuant to Section
                               12(b) of the Act:

                                      None

                    Securities registered pursuant to Section
                               12(g) of the Act:

                     Common stock, par value $.01 per share

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

                   YES [x]                                NO [ ]

     Indicate by check mark whether the Registrant is an  accelerated  filer (as
defined by Rule 12b-2 of the Securities Exchange Act of 1934)

                   YES [ ]                                NO [x]


           $.01 par value common stock, 10,000,000 shares authorized,
             5,689,816 shares issued and outstanding at May 10, 2005


<PAGE>

                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES

                                      INDEX


   Description                                                   Page
   -----------                                                   ----
Part I - Financial Information:

  Item 1. -  Financial Statements:
      Consolidated balance sheets as of March
          31, 2005 and December 31, 2004                          3
      Consolidated statements of operations for
          the three months ended March 31,
          2005 and 2004                                           4
       Consolidated statements of changes in
          shareholders' equity for the three months
          ended March 31, 2005 and 2004                           5
       Consolidated statements of cash flows
          for the three months ended March 31,
         2005 and 2004                                            6

  Item 2. - Management's Discussion and Analysis
      of Financial Condition and Results of Operations           7-8


  Item 3 - Quantitative and Qualitative Disclosures
      about Market Risk                                          8-9

  Item 4 - Controls and Procedures                                9

Part II - Other Information:

  Item 1. - Legal Proceedings                                     9
  Item 2. - Unregistered Sales of Equity Securities and
              Use of Proceeds                                     9
  Item 3. - Defaults upon Senior Securities                      10
  Item 4. - Submission of Matters to a Vote by
              Security Holders                                   10
  Item 5. - Other Matters                                        10
  Item 6. - Exhibits                                             10

Signatures                                                       10

Certifications








                                        2


<PAGE>




                         PART I - Financial Information

 Item l.  Financial Statements:

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

                                     ASSETS
                                     ------
<TABLE>
<CAPTION>

<S>                                                                 <C>                      <C>
                                                                      MARCH 31,              DECEMBER 31,
                                                                       2005                      2004
                                                                    ------------             ------------
                                                                     (UNAUDITED)
  Current assets:
  Cash                                                              $   103,574              $   988,106
  Trade accounts receivable net of allowance for doubtful
    accounts of approximately $125,100 and $201,000 at
    March 31, 2005 and December 31, 2004 respectively                 2,735,160                4,652,144
  Inventories                                                         6,635,825                5,218,431
  Prepaid expenses                                                      209,939                  214,492
                                                                    ------------             ------------


    Total current assets                                              9,684,498               11,073,173
                                                                    ------------             ------------

  Property, plant and equipment, net                                  7,487,152                7,337,600
                                                                    ------------             ------------

  Other assets:
  Trademarks, trade names and patents, net
    of accumulated amortization                                         330,439                  330,439
  Funds held in escrow for equipment                                      1,859                    1,853
  Due from affiliated companies, net                                    611,592                  408,476
  Deposits and other assets                                             254,012                  246,803
                                                                    ------------             ------------
    Total other assets                                                1,197,902                  987,571
                                                                    ------------             ------------

    Total assets                                                    $18,369,552              $19,398,344
                                                                    ============             ============

                      LIABILITIES AND SHAREHOLDERS' EQUITY
                      ------------------------------------
  Current liabilities:
  Accounts payable - trade                                          $ 2,352,617              $ 2,251,287
  Note payable - bank                                                 4,250,000                4,500,000
  Current portion of long term debt                                     481,161                  483,112
  Income taxes payable - current                                            -                     44,600
  Accrued expenses payable                                              241,582                  390,600
                                                                    ------------             ------------
    Total Current Liabilities                                         7,325,360                7,015,887
                                                                    ------------             ------------

  Deferred income taxes payable                                         260,000                  260,000
                                                                    ------------             ------------

  Long term debt, less current portion                                5,460,430                5,580,250
                                                                    ------------             ------------

  Shareholders' equity:
    Common stock - $.01 par value, 10,000,000 shares authorized;
      5,567,816 and 5,417,813 shares issued and outstanding at
      March 31, 2005 and December 31, 2004 respectively                  55,678                   54,178
    Additional paid-in capital                                        4,721,246                4,472,746
    Foreign currency translation adjustment                         (   198,381)             (   204,864)
    Retained earnings                                                   753,414                1,324,630
                                                                    ------------             ------------
                                                                      5,447,957                5,896,690
    Less cost of common stock in treasury, 7,519 shares
      at March 31, 2005 and December 31, 2004                       (     8,195)             (     8,195)
                                                                    ------------             ------------
                                                                      5,323,762                5,888,495
                                                                    ------------             ------------

    Total liabilities and shareholders' equity                      $18,369,552              $19,398,344
                                                                    ============             ============
</TABLE>

                                        3
<PAGE>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2005 AND 2004
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                        2005                     2004
                                                                    ------------             -----------
<S>                                                                 <C>                      <C>
Gross sales                                                         $ 3,477,511              $ 3,903,944

Allowances                                                              381,733                  466,358
                                                                    ------------             ------------

Net sales                                                             3,095,778                3,437,586

Cost of goods sold                                                    2,740,504                2,690,637
                                                                    ------------             ------------

Gross profit                                                            355,274                  746,949
                                                                    ------------             ------------

Costs and expenses:
    Advertising and promotion                                           106,405                  134,256
    Selling and administrative                                        1,010,970                  857,403
    Interest expense                                                    103,934                   67,303
                                                                    ------------             ------------

       Total costs and expenses                                       1,221,309                1,058,962
                                                                    ------------             ------------

Operating  (loss)                                                   (   866,035)             (   312,013)

Interest income                                                             819                      472
                                                                    =-----------             ------------

(Loss) before income taxes                                          (   865,216)             (   311,541)

(Benefit) attributable to income taxes                              (   294,000)             (   106,000)
                                                                    ------------             ------------

Net (loss)                                                          (   571,216)             (   205,541)

Other comprehensive income (loss), net of tax:
    Foreign currency translation adjustment                               6,483                    4,538
                                                                    ------------             ------------

Comprehensive (loss)                                                ($  564,733)             ($  201,003)
                                                                    ============             ============

(Loss) per common share                                             ($      .10)             ($      .04)
                                                                    ============             ============
</TABLE>


     (Loss) per share was  calculated  on the basis of 5,467,814  and  5,171,823
weighted average shares of common stock outstanding for the quarters ended March
31, 2005 and 2004, 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 is its foreign currency translation adjustment.





                                        4


<PAGE>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF CHANGES
                             IN SHAREHOLDERS' EQUITY
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2005 AND 2004
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                             Foreign
                        Common stock          Additional     currency      Retained      Treasury
                    Shares       Amount     paid-in capital  adjustment    earnings        stock         Total
                   ---------     -------    ---------------  ----------    -----------    --------      -----------
<S>                <C>           <C>         <C>             <C>           <C>            <C>           <C>
January 1,
   2005            5,417,813     $54,178     $4,722,746      ($204,864)    $1,324,630     ($8,195)      $5,888,495

Net (loss)                                                                 (  571,216)                  (  571,216)

Common stock
   issuance          150,003       1,500     (    1,500)                                                     -

Foreign currency
  translation
  adjustment                                                     6,483                                      6,483
                   ---------     -------     ----------      ----------    -----------    --------      -----------
March 31,
  2005             5,567,816     $55,678     $4,721,246      ($198,381)    $  753,414     ($8,195)      $5,323,762
                   =========     =======     ==========      ==========    ===========    ========      ==========



January 1,
   2004            4,960,843     $49,608     $4,409,829      ($237,323)    $1,190,076     ($8,195)      $5,403,995

Net (loss)                                                                 (  205,541)                  (   205,541)

Common stock
   issuance          316,470       3,165        226,509                                                    229,674

Foreign currency
  translation
  adjustment                                                     4,538                                       4,538
                   ---------     -------     -----------     ----------    -----------    --------      ----------
4,538

March 31,
  2004             5,277,313     $52,773     $4,636,338      ($232,785)    $  984,535     ($8,195)      $5,432,666
                   =========     =======     ==========      ==========    ===========    ========      ==========


</TABLE>











                                        5


<PAGE>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2005 AND 2004
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                        2005                     2004
                                                                    ------------             ------------
<S>                                                                 <C>                      <C>
Cash flow provided (used) by operating activities:

  Net (loss)                                                        ($  571,216)             ($ 205,541)

Adjustments to reconcile net income to net cash provided
   (used) by operations:
  Depreciation and amortization                                         184,720                 178,025
  Changes in assets and liabilities:
  Decrease in accounts receivable                                     1,916,984                 687,312
  (Increase) in inventories                                         ( 1,417,394)             (1,056,278)
  Decrease in prepaid expenses                                            4,553                  42,871
  (Increase) decrease in accounts payable, accrued
   expenses and other                                               (    99,495)                531,402
                                                                    ------------             -----------

  Net cash provided  by operating activities                             18,152                 177,791
                                                                    ------------             -----------

Cash provided (used) by financing activities:
  Net increase (decrease)  under line of credit                     (   250,000)                 50,000
  Issuance of common stock                                                  -                   229,674
  Net (increase) in advances to affiliates                          (   203,116)             (  229,618)
  Net (reduction) in long term borrowings                           (   121,772)             (  152,023)
                                                                    ------------             -----------


  Net cash (used) by financing activities                           (   574,888)             (  101,967)
                                                                    ------------             -----------

Cash provided (used) by investing activities:
  Purchase property, plant, equipment, net                          (   334,279)             (   60,305)
                                                                    ------------             -----------

 Net cash used by investing activities                              (   334,279)             (   60,305)
                                                                    ------------             -----------
Increase (decrease) in cash prior to effect of
   foreign currency translation on cash                             (   891,015)                 15,519

 Effect of foreign currency translation on cash                           6,483                   4,538
                                                                    ------------             -----------

Increase (decrease) in cash                                         (   884,532)                 20,057
Cash at beginning of period                                             988,106                  42,923
                                                                    ------------             -----------

Cash at end of period                                               $   103,574              $   62,980
                                                                    ============             ===========

Supplemental Information:
  Cash used for interest during period                              $    83,656              $   67,303
                                                                    ============             ===========
  Cash used for income taxes during period                          $    52,000              $      -
                                                                    ============             ===========

The company had no cash equivalents at March 31, 2005 and 2004.


</TABLE>


                                        6


<PAGE>




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

     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, 2004 have
been reclassified to conform to the 2005 presentation.


Forward-looking Statements:

     Certain   statements   contained  herein,   including  without   limitation
expectations   as  to   future   sales   and   operating   results,   constitute
forward-looking statements pursuant to the safe harbor provisions of the Private
Securities  Litigations  Reform Act of 1995.  For this purpose,  any  statements
contained  in this  report that are not  statements  of  historical  fact may be
deemed  forward-looking  statements.  Without  limiting  the  generality  of the
foregoing,  words  such as  "may",  "will",  "expect",  "anticipate",  "intend",
"could" or the negative other variations  thereof or comparable  terminology are
intended to identify forward-looking statements.  These statements involve known
and  unknown  risks,  uncertainties  and other  factors  which may cause  actual
results,  performance or achievements of the Company to be materially  different
from any future  results,  performance or  achievements  expressed or implied by
such forward-looking statements.  Factors which may affect the Company's results
include,  but are not limited to, the highly competitive nature of the Company's
industry;  reliance  on  certain  key  customers;  consumer  demand  for  marine
recreational  vehicle  and  automotive  products;  advertising  and  promotional
efforts,  and other  factors.  The Company will not undertake  and  specifically
declines any obligation to update or correct any  forward-looking  statements to
reflect events or circumstances  after the date of such statements or to reflect
the occurrence of anticipated or unanticipated events.


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

Liquidity and Capital Resources:

     The primary  sources of our liquidity are cash generated  from  operations,
short-term  borrowings  under our revolving  line of credit with Regions Bank, a
commercial bank, and other borrowings.

     We renewed our line of credit with Regions Bank in July 2004, at which time
we increased our credit line from $5 million to $6 million.  This line of credit
is  collateralized  by a  security  interest  in  our  accounts  receivable  and
inventory.  The line of credit bears  interest at the 30 day LIBOR rate plus 275
basis  points (the  effective  interest  rate at March 31,  2005 was 5.44%).  It
matures  on May 31,  2005  and  discussions  are  currently  being  held for its
renewal.  The maximum  amount of credit that can be extended under the agreement
is $6 million.  Under this line of credit,  we are required to maintain  certain
financial  ratios as of each fiscal year end. As of March 31,  2005,  the amount
outstanding pursuant to the working capital line of credit was $ 4,250,000.

     On  April  12,  2005  we  entered  into a  financing  obligation  with  our
commercial  bank,  Regions  Bank  whereby  they  advanced us $500,000 to finance
equipment acquisitions at our Kinpak facility. Such obligation is due in monthly
installments of principal  aggregating  $8,333 plus interest at prevailing rates
(the  initial  interest  rate on this  obligation  is 5.4%  per  annum)  through
maturity on April 15, 2010.

     We have obtained financing under industrial  development revenue bonds from
the city of  Montgomery,  AL during  1997 and 2002.  As of March 31,  2005,  the
amount  outstanding under our industrial  development  bonds is $5,550,000.  The
bonds  carry  a  floating  interest  rate,  which  as  of  March  31,  2005  was
approximately 3.2%.

     As of March 31, 2005, we do not have any material  commitments  for capital
expenditures,  nor do we not have any other present commitment that is likely to
result in our  liquidity  increasing  or  decreasing  in any  material  way.  In
addition,  except  for our need for  additional  capital  to  finance  inventory
purchases,  we know of no trend,  additional  demand,  event or uncertainty that
will  result  in,  or that is  reasonably  likely to result  in,  our  liquidity
increasing or decreasing in any material way.

                                        7


<PAGE>


First Quarter Trend:

     Resulting  principally  from the recurring  seasonality of retail  consumer
purchases  of the  Company's  products,  promotions  offered  to  our  wholesale
customer during the fourth quarter and the  unpredictability  weather during the
first quarter, the Company historically  experiences operating losses during the
quarters  ending  March 31. The  following  tabulation  reflects  our  operating
results for net sales and net income  (loss) for our first  quarters  during the
past five years:

 Quarter ended
   March 31,                    Net sales                 Net income (loss)
 -------------                  ----------                -----------------
    2005                        $3,095,778                   ($ 571,216)
    2004                         3,437,586                   (  205,541)
    2003                         2,870,767                   (  682,058)
    2002                         3,917,975                       56,943
    2001                         3,233,206                   (  309,474)

9The results for such interim periods are not necessarily indicative of results
to be expected for the full year.

Results of Operations:

     Net sales decreased  approximately  10% to $3,477,511 for the quarter ended
March 31, 2005  compared to  $3,903,944  for the same  quarter of the  preceding
year. Such decrease was primarily  attributed to our largest customer adopting a
policy of reducing  their  inventory  levels  coupled  with the  unusually  cold
weather in various  regions of our  country and the  consequential  delay in the
start of the 2005 recreational boating season.

     Cost of goods sold amounted to $3,095,778 or 88.5% of net sales compared to
$3,437,586 or 78.3% of net sales for the quarters ended March 31, 2005 and 2004,
respectively.  These  results  were  adversely  impacted  by  the  unstable  raw
materials and commodities  markets and attendant  increases in petroleum related
and other direct materials utilized in the manufacturing of our products as well
as the results of spreading the fixed element of our manufacturing overhead over
the reduced sales levels experienced  during the current quarter.  In an attempt
to offset the foregoing,  during May 2005, we announced a substantially  "across
the board" sales price increase to our customers in the 8% - 10% range effective
June 1, 2005.  The impact of this strategy will not be realized  until the later
quarters of 2005.

     Selling and administrative expenses increased approximately $153,600 or 18%
when  comparing  the quarters  ended March 31, 2005 and 2004.  Such increase was
primarily  attributed to higher  personnel costs  associated with adding two key
positions;  Vice President - Operations and National Sales Manager - Automotive;
both  positions  were not present  during the quarter  ended March 31, 2004.  In
addition,  normal inflationary pressures attributable to both operating expenses
and other personnel accounts for the balance of the quarterly difference.

     Advertising and promotion decreased  approximately $27,800 or approximately
20%  comparing  the  three  months  ended  March  31,  2005  and  2004.  Certain
advertising programs are being geared toward later quarters of the year.

     Interest expense  increased by approximately  $36,600 comparing the quarter
ended  March 31, 2005 to the  corresponding  quarter in 2004.  This  principally
resulted from increasing interest rates.

     Our loss before  income taxes for the quarter ended March 31, 2005 amounted
to $865,216 compared to $312,013 for the comparable quarter in 2004. Such losses
produced  Income Tax  benefits  aggregating  $294,000  and  $106,000  during the
quarters ended March 31, 2005 and 2004, respectively.  Accordingly, our net loss
for the first quarter of 2005  amounted to $571,216  compared to $205,541 in the
first quarter of 2004.


Item 3.     Quantitative and Qualitative Disclosures about Market Risk

     Market  risk  represents  the risk of loss that may  impact  our  financial
position,  results  of  operations  or cash  flows  due to  adverse  changes  in
financial and  commodity  market  prices and interest  rates.  We are exposed to
market risk in the areas of changes in borrowing  rates in the United States and
changes in foreign currency  exchange rates.  Historically,  and as of March 31,
2005, we have not used derivative  instruments or engaged in hedging  activities
to minimize market risk.

                                        8


<PAGE>


    Interest rate risk

     As or March 31, 2005,  we had  floating  interest  rates on our  industrial
development revenue bonds and our working capital line of credit facility. As of
March 31,  2005 the  interest  rate on our  $5,550,000  outstanding  balance  of
industrial  revenue bonds was approximately 3.2% per annum and the interest rate
on our line of credit facility was based on the 30 day LIBOR rate plus 275 basis
points (the  effective  interest  rate at March 31,  2005 was 5.44%).  We do not
expect any changes in interest rates to have a material impact on our operations
during the year ending December 31, 2005.

    Foreign currency risk

     We sell products in Canada, based on the Canadian dollar.  Thereby, we have
exposure  to changes in  exchange  rates.  Changes in the  Canadian  dollar/U.S.
dollar  exchange  rates may  positively or negatively  affect our gross margins,
operating income and retained earnings. We do not believe that near-term changes
in the exchange  rates,  if any, will result in a material  effect on our future
earnings,  fair values or cash flows, and therefore, we have chosen not to enter
into  foreign  currency  hedging  transactions.  We cannot  assure you that this
approach will be successful, especially in the event of a significant and sudden
change in the value of the Canadian dollar.

    Concentration and credit risk

     We maintain  cash  balances  at several  financial  institutions  which are
insured by the Federal Deposit Insurance  Corporation up to $100,000.  At times,
our cash balances may exceed federally  insured limits.  We have not experienced
any losses in such accounts and we believe the risk related to these deposits is
minimal.

Item 4.  Controls and Procedures

     We carried out an  evaluation  required by the  Securities  Exchange Act of
1934 ("Exchange  Act"),  under the supervision and with the participation of our
Chief Executive Officer and Chief Financial Officer, of the effectiveness of the
design and operation of our disclosure  controls and  procedures,  as defined in
Rule  13a-15(e) of the 1934 Exchange Act, as of the end of the period covered by
this report.  Based on this  evaluation,  our Chief Executive  Officer and Chief
Financial  Officer  concluded that our disclosure  controls and procedures  were
effective in providing  reasonable  assurance that material information required
to be  included  in our  periodic  SEC reports is made known to them in a timely
manner.  Management does not expect that our disclosure  controls and procedures
will prevent or detect all error and fraud.  Any control  system,  no matter how
well designed and operated,  is based upon certain  assumptions  and can provide
only  reasonable,  not  absolute,  assurance  that its  objectives  will be met.
Further,   no  evaluation  of  controls  can  provide  absolute  assurance  that
misstatements  due to error or fraud will not occur or that all  control  issues
and instances of fraud, if any, within the Company have been detected.

     During the most recent fiscal quarter, there has not occurred any change in
our internal control over financial reporting that has materially  affected,  or
is reasonably likely to materially  affect,  our internal control over financial
reporting.


                           PART II - OTHER INFORMATION

Item 1. -  Legal Proceedings:

     We are not a party to any material litigation presently pending nor, to the
best knowledge of the Company, have any such proceedings been threatened.

Item 2. -   Unregistered Sales of Equity Securities and Use of Proceeds:

     On February 21, 2005, we issued  150,003 shares of our common stock to Nico
P. Pronk pursuant to the cashless  exercise of a Warrant dated January 29, 2002.
The  Warrant  was  exercisable  for a total of 150,003  shares of the  Company's
common stock at an exercise price of $1.2727 per share.  In connection  with the
cashless  exercise,  Mr. Pronk  tendered  shares of the  Company's  common stock
issuable pursuant to the Warrant as consideration to pay the exercise price. The
issuance of the shares was exempt from registration  under the Securities Act of
1933 in reliance on Section 4(2)  promulgated  thereunder as a  transaction  not
involving any public offering.

                                        9


<PAGE>

Item 3. - Defaults Upon Senior Securities:  Not applicable

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

Item 5. - Other Matters:  Not applicable

Item 6. - Exhibits:

     31.1  Certification  of Chief Executive  Officer pursuant to Section 302 of
Sarbanes-Oxley

     31.2  Certification  of Chief Financial  Officer pursuant to Section 302 of
Sarbanes-Oxley

     32.1  Certification of Chief Executive  Officer and Chief Financial Officer
pursuant to Section 906 of Sarbanes-Oxley


                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant has duly caused this report to be signed on behalf by the Undersigned
there unto duly authorized.

   OCEAN BIO-CHEM, INC.

Date:          May 16, 2005             /s/  Peter G. Dornau
     -------------------------          ----------------------------------------
                                        Peter G. Dornau
                                        Chairman of the Board of Directors
                                        and Chief Executive Officer


                                        /s/  Edward Anchel
                                        ----------------------------------------
                                        Edward Anchel
                                        Chief Financial Officer














                                       10

<PAGE>

                                                                    Exhibit 31.1
                                  CERTIFICATION


I, Peter G. Dornau certify that:

     1. I have reviewed this Form 10-Q of Ocean Bio-Chem, Inc. as of and for the
periods ended March 31, 2005;

     2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not misleading with respect to the periods covered by this report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information included in this report, fairly present in all material respects the
financial  condition,  results of operations and cash flows of the Registrant as
of, and for, the periods presented in this report;

     4. The  registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a - 15(e) and 15d - 15(e)) for the Registrant and have:

     a)  Designed  such  disclosure  controls  and  procedures,  or caused  such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure that  material  information  relating to the  Registrant,  including  its
consolidated subsidiaries,  is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

     b) Evaluated the effectiveness of the registrant's disclosure controls and
procedures and presented in this report our conclusions about the effectiveness
of the disclosure controls and procedures , as of the end of the period covered
by this report based on such evaluation; and

     c) Disclosed in this report any change in the registrant's internal control
over  financial  reporting  that occurred  during the  registrant's  most recent
fiscal quarter (the registrant's  fourth fiscal quarter in the case of an annual
report) that has  materially  affected,  or is  reasonably  likely to materially
affect, the registrant's internal control over financial reporting; and

     5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,  to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent function):

     a) All significant  deficiencies  and material  weaknesses in the design or
operation of internal  control over  financial  reporting  which are  reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize and report financial information; and

     b) Any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the registrant's  internal control over
financial reporting.



Dated:    May 16, 2005                  /s/ Peter G. Dornau
         -------------------            ----------------------------------------
                                        Peter G. Dornau
                                        Chairman of the Board and
                                        Chief Executive Officer









<PAGE>




                                                                    Exhibit 31.2
                                  CERTIFICATION

I, Edward Anchel certify that:

     1. I have reviewed this Form 10-Q of Ocean Bio-Chem, Inc. as of and for the
periods ended March 31, 2005;

     2. Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact  necessary to make
the statements made, in light of the  circumstances  under which such statements
were made, not misleading with respect to the periods covered by this report;

     3. Based on my knowledge,  the financial  statements,  and other  financial
information included in this report, fairly present in all material respects the
financial  condition,  results of operations and cash flows of the Registrant as
of, and for, the periods presented in this report;

     4. The  registrant's  other  certifying  officer and I are  responsible for
establishing and maintaining  disclosure  controls and procedures (as defined in
Exchange Act Rules 13a - 15(e) and 15d - 15(e)) for the Registrant and have:

     a)  Designed  such  disclosure  controls  and  procedures,  or caused  such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure that  material  information  relating to the  Registrant,  including  its
consolidated subsidiaries,  is made known to us by others within those entities,
particularly during the period in which this report is being prepared;

     b) Evaluated the effectiveness of the registrant's  disclosure controls and
procedures and presented in this report our conclusions  about the effectiveness
of the disclosure  controls and procedures , as of the end of the period covered
by this report based on such evaluation; and

     c) Disclosed in this report any change in the registrant's internal control
over  financial  reporting  that occurred  during the  registrant's  most recent
fiscal quarter (the registrant's  fourth fiscal quarter in the case of an annual
report) that has  materially  affected,  or is  reasonably  likely to materially
affect, the registrant's internal control over financial reporting; and

     5. The registrant's other certifying officer and I have disclosed, based on
our most recent evaluation of internal control over financial reporting,  to the
registrant's auditors and the audit committee of registrant's board of directors
(or persons performing the equivalent function):

     a) All significant  deficiencies  and material  weaknesses in the design or
operation of internal  control over  financial  reporting  which are  reasonably
likely  to  adversely  affect  the  registrant's  ability  to  record,  process,
summarize and report financial information; and

     b) Any fraud,  whether or not material,  that involves  management or other
employees who have a significant role in the registrant's  internal control over
financial reporting.


Date:  May 16, 2005                     /s/ Edward Anchel
       -----------------                ----------------------------------------
                                        Edward Anchel
                                        Chief Financial Officer

<PAGE>
                                                                    Exhibit 32.1




                                  CERTIFICATION

     Pursuant  to  18U.S.C.Section  1350,  the  undersigned  officers  of  Ocean
Bio-Chem,  Inc. (the  "Company"),  hereby  certify that the Company's  Quarterly
Report on Form 10-Q for the quarter  ended March 31, 2005 (the  "Report")  fully
complies with the requirements of Section 13(a) or 15(d), as applicable,  of the
Securities Exchange Act of 1934 and that the information contained in the Report
fairly presents,  in all material respects,  the financial condition and results
of operation of the Company.

Dated:  May  16, 2005


                                        /s/ Peter G. Dornau
                                        ----------------------------------------
                                        Peter G. Dornau
                                        Chairman of the Board of
                                        Directors  and Chief Executive Officer




                                        /s/ Edward Anchel
                                        ----------------------------------------
                                        Edward Anchel
                                        Chief Financial Officer