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,
                        2002 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.
            4,368,889 shares issued and outstanding at June 30, 2002













<page>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES

                                      INDEX



   Description                                                      Page
   -----------                                                      ----

Part I:

  Item 1. - Financial Statements:

      Consolidated balance sheets as of June
          30, 2002 and December 31, 2001                             3

      Consolidated statements of operations for
          the three and six months ended June 30,
          2002 and 2001                                              4

       Consolidated statements of changes in
          shareholders' equity for the six  months
          ended June 30, 2002 and 2001                               5

       Consolidated statements of cash flows
          for the six months ended June 30, 2002
          and 2001                                                   6

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


Part II:

  Item 1. - Legal Proceedings                                        9
  Item 2. - Changes in Securities                                    9
  Item 3. - Defaults upon Senior Securities                          9
  Item 4. - Submission of Matters to Vote by Security Holders        9
  Item 5. - Other Matters                                            9
  Item 6. - Exhibits and Reports on Form 8-K                         9


Signatures                                                           10














                                        2


<page>



                         PART I - Financial Information

 Item l.  Financial Statements

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

                                     ASSETS

<table>
<caption>
                                                          JUNE 30,             DECEMBER 31,
                                                            2002                  2001
                                                        -----------            ------------
                                                        (Unaudited)

                                                     <C>                    <C>
Current assets:
Cash                                                    $   110,426            $     82,000
Trade accounts receivable net of allowances for
  doubtful accounts of approximately $ 152,500
  at June 30, 2002 and December   31, 2001,
   respectively                                           2,429,374               3,286,848
Inventories                                               5,166,844               4,296,183
Prepaid expenses and other current assets                   149,769                 145,354
                                                        ------------           -------------
    Total current assets                                  7,856,413               7,810,385
                                                        ------------           -------------

Property, plant and equipment, net                        5,810,705               6,002,445
                                                        ------------           -------------

Other assets:
Funds held in escrow for equipment                            9,147                   9,084
Trademarks, trade names and patents, net                    330,439                 330,439
Deposits and other assets                                   337,844                 314,122
Due from affiliated companies, net                          525,395                 563,731
                                                        ------------           -------------
    Total other assets                                    1,202,825               1,217,376
                                                        ------------           -------------

    Total assets                                        $14,869,943             $15,030,206
                                                        ============           =============

                      LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
Accounts payable - trade                             $    1,878,066             $ 2,163,245
Note payable - bank                                       3,704,135               3,665,860
Current portion of long-term debt                           478,935                 470,994
Accrued expenses payable                                     77,468                 138,709
                                                        ------------           -------------
     Total current liabilities                            6,138,604               6,438,808
                                                        ------------           -------------

Deferred income taxes payable                               226,030                 111,200
                                                        ------------           -------------

Long-term debt, less current portion                      3,486,301               3,718,876
                                                        ------------           -------------

Shareholders' equity:
Common stock - $.01 par value 10,000,000 shares
     authorized, 4,368,889 and 4,239,889 shares
     issued and outstanding at June 30, 2002 and
     December 31, 2001, respectively                         43,689                  42,399
Additional paid-in capital                                3,821,654               3,755,219
Foreign currency translation adjustment                 (   268,785)           (    262,933)
Retained earnings                                         1,430,645               1,234,832
                                                        ------------           -------------
                                                          5,027,203               4,769,517
Less cost of common stock in treasury,
    5,789 shares at June 30, 2002 and
    December 31, 2001, respectively                     (     8,195)           (      8,195)
                                                        ------------           -------------
                                                          5,019,008               4,761,322
                                                        ------------           -------------


Total liabilities and shareholders' equity              $14,869,943            $ 15,030,206
                                                        ============           =============
</table>
                                        3


<page>




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

<table>
<caption>



                                               FOR THE THREE MONTHS                    FOR THE SIX MONTHS
                                                  ENDED JUNE 30,                          ENDED JUNE 30,
                                              2002               2001                2002               2001
                                           -----------        ----------         -----------        ----------

                                        <C>                <C>                <C>                <C>
Gross sales                                $ 4,674,323        $5,033,602         $ 8,929,309        $8,578,349

Allowances                                     409,393           420,293             746,403           731,834
                                           -----------        ----------         -----------        ----------
Net sales                                    4,264,930         4,613,309           8,182,906         7,846,515
Cost of goods sold                           3,061,118         3,298,286           5,980,076         5,847,920
                                           -----------        ----------         -----------        ----------
Gross profit                                 1,203,812         1,315,023           2,202,830         1,998,595
                                           -----------        ----------         -----------        ----------
Costs and expenses:
Advertising and promotion                      227,370           152,990             380,765           292,812
Selling and administrative                     655,515           672,581           1,342,155         1,382,258
Interest expense                                79,188           140,010             170,161           285,010
                                           -----------        ----------         -----------        ----------
    Total cost and expenses                    962,073           965,581           1,893,081         1,960,080
                                           -----------        ----------         -----------        ----------
Income from operations                         241,739           349,442             309,749            38,515
Interest income                                     31               285                  64             1,738
                                           -----------        ----------         -----------        ----------
Income before income taxes                     241,770           349,727             309,813            40,253
Provision for income taxes                     102,900            12,000             114,000            12,000
                                           -----------        ----------         -----------        ----------
Net income                                     138,870           337,727             195,813            28,253

Other comprehensive income, net of
 income taxes:
Foreign currency translation
  adjustment                                     7,570             6,030         (     5,852)       (   17,726)
                                           -----------        ----------         ------------       -----------
Comprehensive income                       $   146,440        $  343,757             189,961        $   10,527
                                           ===========        ==========         ============       ===========
Earnings per
  common share                             $    .03           $    .09           $    .05           $   .01
                                           ===========        ==========         ============       ===========

Earnings per share were calculated on the basis of 4,296,870 and 4,114,037
weighted average shares of common stock outstanding for the six months and three
months ended June 30, 2002 and 2001, 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 items of comprehensive income of the registrant
which are reflected in the accompanying financial statements are foreign
currency translation adjustments.



</table>




                                        4


<page>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                       CONSOLIDATED STATEMENTS OF CHANGES
                             IN SHAREHOLDERS' EQUITY
                            FOR THE SIX MONTHS ENDED
                             JUNE 30, 2002 AND 2001
                                   (UNAUDITED)

<table>
<caption>


                                                           Additional          Foreign
                                  Common stock              paid-in            currency        Retained     Treasury
                              Shares        Amount          capital           adjustment       earnings       stock       Total
                             ---------      -------        ----------         ----------      ----------    --------    -----------

                          <C>            <C>            <C>                <C>             <C>           <C>         <C>
January 1,
   2002                      4,239,889      $42,399        $3,755,219         ($ 262,933)     $1,234,832    ($ 8,195)   $4,761,322


Net income                                                                                       195,813                   195,813

Issuances of stock             129,000        1,290            66,435                                                       67,725

Foreign currency
  translation
  adjustment                                                                  (    5,852)                               (    5,852)
                             ---------      -------        ----------         -----------     ----------    ---------   -----------
June 30,
  2002                       4,368,889      $43,689        $3,821,654         ($ 268,785)     $1,430,645    ($ 8,195)   $5,019,008
                             =========      =======        ==========         ===========     ==========    =========   ===========


January 1,
   2001                      4,105,889      $41,060        $3,720,377         ($ 209,398)     $1,128,448    ($ 8,195)   $4,672,292


Net income                                                                                        28,253                    28,253


Issuances of stock              94,000          939            24,442                                                       25,381

Foreign currency
  translation
  adjustment                                                                  (   17,726)                               (   17,726)
                             ---------      -------        ----------         -----------     ----------    ---------   -----------
June 30,
  2001                       4,199,889      $41,999        $3,744,819         ($ 227,124)     $1,156,701    ($ 8,195)   $4,708.200

                             =========      =======        ==========         ===========     ==========    =========   ===========

</TABLE>








                                        5


<page>



                              OCEAN BIO-CHEM, INC.
                                AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                        FOR THE SIX MONTHS ENDED JUNE 30,
                                   (Unaudited)
<table>
<caption>


                                                             2002               2001
                                                           ----------         ----------

                                                        <C>               <C>
Cash flow provided by operating activities:
Net income                                                 $  195,812         $   28,253

Adjustments to reconcile net income to net
   cash provided by operations:
Depreciation and amortization                                 297,662            215,145
Changes in assets and liabilities:
  Decrease in accounts receivable                             857,474            321,249
  (Increase) in inventory                                  (  870,661)        (  155,137)
  (Increase) decrease in prepaid expenses
     and other current assets                              (    4,415)            72,257
  (Decrease) in accounts payable,
     accrued expenses and other                            (  255,373)        (   67,208)
                                                           -----------        -----------
      Net cash provided  by operating activities              220,499            414,559
                                                           -----------        -----------
Cash flows from financing activities:
  Net increases (reductions) under line of credit              38,275         (  127,611)
  Reduction in advances from affiliates                        38,336            199,303
  Borrowings (payments) on debts, net                      (  224,634)           163,939
  Common stock transactions                                    67,725             25,381
                                                           -----------        -----------
      Net cash provided by financing activities            (   80,299)           261,012
                                                           -----------        -----------
Cash flows from investing activities:
   Purchases of property, plant, equipment, net
      of funds held in escrow                              (  105,922)        (  616,632)
                                                           -----------        -----------
     Net cash (used) by investing activities               (  105,922)        (  616,632)
                                                           -----------        -----------
  Increase  in cash prior to effect of
     foreign currency translation adjustment                   34,278             58,939

  Effect of foreign currency translation adjustment
    on cash                                                (    5,852)        (   17,726)
                                                           -----------        -----------
Net increase in cash                                           28,426             41,213

Cash at beginning of period                                    82,000            123,515
                                                           -----------        -----------
Cash at end of period                                      $  110,426         $  164,728
                                                           ===========        ===========
Supplemental information:
Cash used for payment of interest during period            $  170,098         $  285,010
                                                           ===========        ===========
Cash used for payment of income taxes during
    period                                                 $   -0-            $   -0-
                                                           ===========        ===========





The company had no cash equivalents at June 30, 2002 and 2001.

</TABLE>
                                        6


<page>



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

     1. 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 three and six months ended June
30, 2001 have been reclassified to conform with the 2002 presentation.

ITEM 2        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
              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.  Such  revolving line of credit was
replaced on July 22, 2002 with a new facility.  The total  borrowings  under the
new line are secured by trade  receivables and inventories,  and can aggregate a
maximum amount of $5,000,000.  The line matures on May 31, 2003. Under the terms
of the line, the  Registrant is required to maintain a minimum  current ratio of
1.5:1, a maximum debt to tangible net worth of ratio of 2.5:1 and a minimum debt
service  coverage  factor  of  1.25  times.  As of June  30,  2002,  the  amount
outstanding  pursuant  to the  working  capital  line of credit  was  $3,704,135
(approximately $2,732,000 as of July 22, 2002).

     On July 22, 2002, the Registrant closed on a $3,500,000  Industrial Revenue
Bond ("IRB") issued through the City of Montgomery, Alabama. Such financing will
be  utilized  to fund the  completion  of a  70,000  square  foot  manufacturing
addition  to the Kinpak  plant,  an  approximate  $1  million  of new  equipment
additions,  and $1 million of reimbursement to the Company for assets previously
acquired through internal financing.  The $1 million  reimbursement was utilized
to partially reduce the outstanding  indebtedness under the Company's  revolving
line of credit.  The new IRB will be amortized  over fifteen years with interest
at  fluctuating   rates  dependent  on  current  market  yields  for  tax-exempt
financings. The current rate of interest is approximately 1.75% annually.

     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 For The Three Month Period April 1- June 30:

     Gross sales  decreased  approximately  7% or $359,000 for the quarter ended
June  30,  2002  when  compared  to the  same  quarter  of the  preceding  year.
Management  attributes this decrease,  in part, to the timing of customer orders
comparing  the 2002 and 2001  periods.  First quarter sales for 2002 were 21% or
$685,000 ahead of 2001's first quarter.

                                        7


<page>




     Cost of goods sold  increased as a percentage  of net sales when  comparing
the  quarter  ended  June 30,  2002 with the  comparable  quarter  in 2001.  The
percentages  were  71.8%  and  71.5%  for the  quarters  ended  2002  and  2001,
respectively.  This  change  was  primarily  due to higher raw  chemical  costs,
anticipated  lower  margins on the  automotive  fluids as compared to the marine
product line and higher manufacturing overhead at the Company's Alabama plant.

     Selling and administrative expenses decreased approximately $17,100 or 2.6%
comparing the quarters ended June 30, 2002 and June 30, 2001.  Such decrease was
primarily due to decreased  professional fees offset by increased  personnel and
other costs associated with the new automotive line of products.

     Advertising and promotion increased  approximately $74,400 or 49% comparing
the three months ended June 30, 2002 and 2001.  This was primarily due to timing
of advertising in 2002.

     Interest  expense  decreased   approximately  $61,000  during  the  current
quarter.  This change was  primarily  due to the impact of  decreasing  interest
rates.


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

     Gross Sales increased 4.1% or approximately $351,000 when comparing the six
month  periods  of 2002  and  2001.  Management  attributes  this  primarily  to
increased  sales of new  automotive  fluids and marine oil  products and a sales
price increase implemented late in the first quarter of 2002.

     Cost of goods sold  decreased as a percentage  of net sales when  comparing
the six  months  ended June 30,  2002 with the  comparable  period in 2001.  The
percentages  were 73.1% and 74.5% for the six month periods ended 2002 and 2001,
respectively.  This  change  was  primarily  due to  product  mix and the  above
mentioned sales price increase passed on to customers.

     Advertising and promotion  expenses  increased  approximately  $88,000 when
comparing  the six months  ended June 30, 2002 to the six months  ended June 30,
2001. This was primarily due to a planned increase in the advertising budget.

     Selling and administrative expenses increased for the six months ended June
30, 2002 by  approximately  $40,000 or 3% when  compared to the six months ended
June 30, 2001.  Such increase was primarily due to decreased  professional  fees
offset by increased personnel and other costs associated with the new automotive
line of products.

     Interest  expense  decreased  during  the  six  month  period  in  2002  by
approximately  $114,900  when  compared  to the six month  period of 2001.  This
change was primarily due to the impact of decreasing interest rates.







                                        8


<page>



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  Litigation  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.

PART II:  OTHER INFORMATION

Item l -   Legal Proceedings: See Registrant's Form 10-K for the year ended
              December 31, 2001

Item 2 -   Changes in Securities:  On April 1, 2002, 129,000 shares of the
              Registrant's common stock were issued pursuant to a employee
              bonus program.

Item 3 -   Defaults Upon Senior Securities:  Not applicable

Item 4 -  Submission  of Matters to Vote of Security  Holders:  On June 25,
2002, at the Registrant's annual meeting of shareholders,  six directors;  Peter
Dornau, Jeffrey Tieger, Edward Anchel, Laz Schneider,  James Kolisch and John B.
Turner were  elected.  Shareholders  also approved  Berkovits,  Lago & Co., LLP,
Certified  Public  Accountants,  as  independent  auditors  for the year  ending
December 31, 2002. The tabulation of voting for the foregoing was as follows:
<table>
<caption>

                                               For           Against           Abstain
                                            ---------      ----------        -----------
           
                              <C>            <C>               <C>
           Peter Dornau                     3,046,562             606                120
           Edward Anchel                    3,046,562             606                120
           Jeffrey Tieger                   3,046,562             606                120
           Laz Schneider                    3,046,562             606                120
           James Kolisch                    3,046,562             606                120
           John B. Turner                   3,046,562             606                120

           Berkovits, Lago
               & Co.,LLP,  CPA's            3,047,288               0                  0
</TABLE>

Item 5 -    Other Matters:  Not applicable

Item 6 -    Exhibits:  Not applicable

        (A)      Exhibits - Not applicable

        (B)      Reports on Form 8-K - Not applicable

                                        9


<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.


     The financial  statements contained in this Form 10-Q fully comply with the
requirements  of section 13(a) or 15(d) of the  Securities  Exchange Act of 1934
(15 U.S.C. 78m or 78o(d) and the information  contained in this Form 10-Q fairly
presents,  in all material  respects,  the  financial  condition  and results of
operations of the Issuer.

                                                    OCEAN BIO-CHEM, INC.

Date: August 12, 2002                                /s/ Peter Dornau
                                                    Peter G. Dornau
                                                    Chairman of the Board and
                                                    Chief Executive Officer


                                                     /s/ Edward Anchel
                                                    Edward Anchel
                                                    Chief Financial Officer



































                                       10