U. S. 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 June 30, 1998
                     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 of           (I.R.S. Employer 
    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.
       3,753,017 issued and outstanding at June 30, 1998.




<PAGE>





                        PART I - Financial Information

 Item l.  Financial Statement
            
                          OCEAN BIO-CHEM, INC.
                            AND SUBSIDIARIES
                      CONSOLIDATED BALANCE SHEETS
                              (Unaudited)

                                  ASSETS
                                  ------
                                                 JUNE 30,        DEC. 31,
                                                   1998            1997      
                                                -----------    -----------
Current Assets:
Cash                                            $   142,639     $  787,411 
Trade Accounts Receivable Net of Allowances for                      
  Doubtful Accounts of approximately $31,000
  and  $27,000  at June 30, 1998 and 
  December 31, 1997,  Respectively                2,103,720      2,158,233 
Due from officers                                   171,100        197,200 
Inventories                                       3,378,670      3,237,207 
Prepaid Expenses                                    188,845         92,588 
                                                 ----------     ----------
Total Current Assets                              5,984,974      6,472,639
                                                 ----------     ----------

Property, plant and equipment, Net                4,214,175      4,141,031
                                                 ----------     ----------
Other Assets:                                        
   Funds held in escrow for construction            842,552      1,042,612 
   Trademarks, Trade Names and Patents, Net         410,911        422,407 
   Deposits and Other Assets                        254,226        464,209 
   Due From Affiliated Companies, Net               705,928        733,644 
                                                 ----------     ----------
Total Other Assets                                2,213,617      2,662,872
                                                 ----------     ----------
   Total Assets                                 $12,412,766    $13,276,542 
                                                ===========    ===========

                  LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities:
      Accounts Payable - Trade                  $   804,220    $   718,217 
      Note Payable - Bank                         2,623,945      3,254,158 
      Current Portion of Long-Term Debt             320,000        340,000 
      Accrued Expenses Payable                       26,700        183,747 
                                                -----------    -----------
      Total Current Liabilities                   3,774,865      4,496,122
                                                -----------    -----------

Long-term Debt, Less Current Portion              4,215,000      4,370,000
                                                -----------    -----------
Shareholders' Equity:
   Common Stock                                      37,530         37,530 
   Additional Paid-in Capital                     3,232,327      3,232,327 
   Retained Earnings                              1,272,448      1,249,508 
   Foreign Currency Translation Adjustment     (    119,404)  (    108,945)
                                               ------------   ------------
   Total Shareholders' Equity                     4,422,901      4,410,420
                                               ------------   ------------
     Total Liabilities & Shareholders' Equity   $12,412,766    $13,276,542
                                               ============   ============

<PAGE>

                          OCEAN BIO-CHEM, INC.
                            AND SUBSIDIARIES
                    CONSOLIDATED STATEMENTS OF INCOME
                               (Unaudited)


                                
                             FOR THE THREE MONTHS      FOR THE SIX MONTHS   
                                 ENDED JUNE 30,            ENDED JUNE 30,
                               1998         1997        1998        1997   
                            ----------   ----------   ----------  ----------
Gross Sales                 $3,167,782   $3,031,391   $5,955,223  $5,604,184 
Allowances                     273,508      238,170      533,467     527,084 
                            ----------   ----------   ----------  ----------
Net Sales                    2,894,274    2,793,221    5,421,756   5,077,100 
Cost of Goods Sold           1,830,335    1,852,222    3,650,639   3,514,105 
                            ----------   ----------   ----------  ----------
Gross Profit                 1,063,939      940,999    1,771,117   1,562,995 
                                   
Cost and Expenses:
 Advertising and Promotion     249,963      188,053      320,763     305,760 
 Selling and Administrative    716,931      543,796    1,284,558   1,157,905 
 Interest Expense              102,268       89,449      162,550     189,001 
                             ---------   ----------   ----------  ----------
   Total Cost and Expenses   1,069,162      821,298    1,766,871   1,652,666
                             ---------   ----------   ----------  ----------
Income (Loss)  From 
  Operations                (    5,223)     119,701        4,246  (   89,671)
Interest Income                  8,485       35,127       24,167      65,924  
                            ----------   ----------   ----------  ----------
Income Before Income Taxes       3,262      154,828       28,413  (   23,747) 
Provision for Income Taxes         307       62,526        5,473  (    4,672) 
                            ----------   ----------   ----------  -----------
Net Income (Loss)           $    2,955   $   92,302   $   22,940 $(   19,075) 

Other Comprehensive Income,
   net of tax:                     
Foreign currency translation 
  adjustment                (   5,183)   (      770)  (    8,444) (    5,622)
                            ----------   -----------  -----------  ----------
Comprehensive Income (Loss) $(  2,228)   $    91,532  $   14,496  $(  24,697)
                            ==========   ===========  ==========  ===========
Basic earnings (loss) per 
  common share              $     -      $       .02  $      .01  $     (.01)
                            ==========   ===========  ==========  ===========

Earnings per share were calculated on the basis of 3,753,017 and 3,746,718
weighted average shares of common stock outstanding for the six months and three
months ended June 30, 1998 and 1997, respectively.  The Company has adopted 
Statement of Financial Accounting Standards No. 130 which 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.  The prior periods have been restated to 
conform with statement No. 130. 

<PAGE>

                          OCEAN BIO-CHEM, INC.
                            AND SUBSIDIARIES
                  CONSOLIDATED STATEMENTS OF CASH FLOWS
                      FOR SIX MONTHS ENDED JUNE 30
                               (Unaudited)
                                                   1998          1997    
Cash Flow used by Operating Activities:        -----------   ------------

  Net Income (Loss)                            $    22,940   ($   19,075) 

Adjustments to Reconcile Net Income
to Net Cash Provided by Operations:

Depreciation and Amortization                      136,416       107,776 
Change in Assets and Liabilities:
 Decrease in Accounts Receivable                    54,513       548,556 
  Increase in Inventory                          ( 141,463)  (   549,573)
  Decrease in Prepaid Expenses                     339,886       511,227 
  Increase (Decrease) in Accounts Payable
            and Accrued Expenses:                (  10,081)      198,738 
                                                -----------   ----------
 Net Cash Provided by
   Operating Activities:                           402,211       797,649 
                                                -----------   ----------
Cash Flows From Financing Activities:
  Net Borrowings Under Line of Credit            ( 630,213)  (   155,000)
  Advances (to) From Affiliates                     27,716   (    17,672)
  Borrowings (Payment) on Debts, Net             ( 235,963)  (   138,454) 
  Sale of Stock                                       -            5,500 
                                                -----------   ----------
Net Cash (Used) by
  Financing Activities                           ( 838,460)  (   305,626) 
                                                -----------   ----------
Cash Flows From Investing Activities:
  Purchase Property, Plant, Equipment            ( 198,064)  (   783,867)
                                                -----------   ----------
  Net Cash Used by Investing Activities:         ( 198,064)  (   783,867)
                                                -----------   ----------
  Decrease in Cash Prior to
   Effect of Exchange Rate on Cash               ( 634,313)  (   291,844)
  Effect of Exchange Rate on Cash                (  10,459)  (     9,427)
                                                -----------   -----------
  Net Decrease in Cash                           ( 644,772)  (   301,271)
  Cash at Beginning of Period                      787,411       394,567 
                                                -----------   -----------
  Cash at June 30,                              $  142,639    $   93,296 
                                                ===========   ===========
Supplemental Information
  Cash Used for Interest During Period         $   206,817    $  173,710 
  Cash Used for Income Taxes During Period     $      -       $   70,000 
The company had no cash equivalents at June 30, 1998 and 1997.

<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.

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

Liquidity and Capital Resources

The primary sources of the Registrant's liquidity are its operations and a
line of credit from a commercial bank  to a limit of $2.9 million. The 
Registrant is required to maintain minimum working capital of $1,500,000, debt 
to  tangible net worth of 2 to 1 and debt service coverage of 1.7 times.
As of June 30, 1998 Registrant was not in compliance with all terms, however,
registrant has received a waiver from it's commercial bank.  The registrant is 
in the process of negotiating a new line of credit  to replace the current line.
Registrant expects to complete this change within the next few weeks.

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

During the past few years Registrant has introduced various new products to
the marketplace. This has required the Registrant to carry greater amounts of 
overall inventory and has resulted in lower inventory turnover rates.  The 
effects of such inventory turnover have not been material to the overall 
operations of Registrant. Registrant believes that all required capital to 
maintain such increases can continue to be provided from operations and current 
lending arrangements.
 
Results of Operations For The Three Month Period April 1-June 30:

Gross Sales increased approximately $136,000 or 5% when comparing the quarter
ended June 30, 1998 with the comparable period of the preceding year. 
Management attributes this to increased sales of the brush and private label 
lines.

Cost of Goods Sold decreased approximately 3% as a percentage of gross sales
when comparing the quarter ended June 30, 1998 with the quarter ended June 30, 
1997.  This decrease was due to changes in the product sales mix.

Advertising and Promotion expenses increased approximately $61,000 or 33% when 
comparing the three months ended June 30, 1998 to the three months ended June 
30, 1997. This was not due to any one factor, but reflects the effect of timing 
differences.

Selling and Administrative expenses  increased approximately $173,000 or 32 %
when comparing the quarter ended June 30, 1998 to the comparable period in 1997.
The increase was not attributable to any one factor.

<PAGE>

Interest Expense increased approximately $13,000 comparing the quarter ended
June 30, 1998 to the comparable period in 1997.  This was primarily due to the 
interest on the borrowings to purchase the Alabama Plant.

Results of Operations For the Six Month Period January 1 - June 30

Gross Sales increased 6% or approximately $351,000 when comparing the six
month periods of 1998 and 1997.  Management attributes this to increased sales 
of the Company's private label and brush product lines.

Cost of Goods Sold decreased approximately 1% as a percentage of gross sales
when comparing the six months ended June 30, 1998 to the six months ended June 
30, 1997. This  decrease corresponds to the change in product sales mix.   

Advertising and promotion expenses increased approximately 5% or $15,000  when 
comparing the six months ended June 30, 1998 to the six months ended June 30, 
1997. This was primarily due to timing variations.

Selling and administrative expenses increased for the six months ended June
30, 1998 by approximately $127,000 or 11% when compared to the six months ended 
June 30, 1997.  This was not due to any one factor but included  
cost of implementing new data processing system, legal and travel costs.

Interest expense decreased in 1998 for the six month period by approximately
$27,000   when compared to the six month period of 1997 reflecting the lower 
costs achieved in the first quarter of 1998 due primarily to reduced levels of 
borrowing during that quarter.


<PAGE>


                       PART II:  OTHER INFORMATION


Item l -  Legal Proceedings:   See the Registrant's 10K for the year ended
          December 31, 1997

Item 2 -  Changes in Securities:  Not applicable

Item 3 -  Defaults Upon Senior Securities:  Not applicable

Item 4 -  Submission of Matters to Vote of Security Holders:
          On May 8, 1998, at the Registrant's annual meeting, shareholders
          elected five directors; Peter Dornau, Jeffrey Tieger, Ed Anchel, Laz 
          Schneider, and James Kolish. The results of the voting is as follows;
          2,121,125 voted for all directors and  578  voted against. 
          Shareholders also  approved Infante, Lago & Co., Certified Public
          Accountants, by a vote of 2,121,125 for and 578 shares against, as the
          Registrant's auditors  for 1998.  

Item 5 -    Other Matters:  Not applicable

Item 6 -    Exhibits:  Not applicable
      
        (A)  Exhibits - Not applicable

        (B)  Reports on Form 8-K - 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 thereunto duly authorized.

                                                                         
OCEAN BIO-CHEM, INC.

Date: August 11, 1998                /s/ Peter Dornau         
                                     -------------------------            
                                     Peter G. Dornau
                                     Chairman of the Board and
                                     Chief Executive Officer


                                     /s/ Peter Dornau       
                                     --------------------------               
                                     Peter G. Dornau 
                                     Chief Financial Officer