SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 10-Q


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

                  For the quarterly period ended March 31, 2000

                           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,
           4,105,889 shares issued and outstanding at March 31, 2000.



<PAGE>




                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES

                                      INDEX


   Description                                                           Page

Part I:

  Item 1. -  Financial Statements:
      Consolidated balance sheets as of March
          31, 2000 and December 31, 1999                                 3
      Consolidated statements of operations for
          the three months ended March 31,
          2000 and 1999                                                  4
       Consolidated statements of changes in
          shareholders' equity for the three months
          ended March 31, 2000 and 1999                                  5
       Consolidated statements of cash flows
          for the three months ended March 31,
         2000 and 1999                                                   6

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


Part II:

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

Signatures                                                               9




                                        2


<PAGE>



                         PART I - FINANCIAL INFORMATION

 Item l.  Financial Statements:


                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>


                                     ASSETS
                                                              MARCH 31,           DEC. 31,
                                                                2000                1999
                                                            -------------       -----------
                                                             (UNAUDITED)
Current assets:
<S>                                                         <C>                 <C>
  Cash                                                      $     346,925       $   433,772
  Trade accounts receivable net of allowance
    for doubtful accounts of $22,600 and $26,000 at
     March 31, 2000 and December 31, 1999, respectively         2,526,251         2,804,072
  Due from officer                                                161,100           161,100
  Inventories                                                   4,061,980         3,730,321
  Prepaid expenses                                                 96,283           146,102
                                                            -------------       -----------

      Total current assets                                      7,192,539         7,275,367
                                                            -------------       -----------

Property, plant and equipment, net                              4,623,514         4,515,305
                                                            -------------       -----------

Other assets:
  Trademarks, trade names and patents, net
   of accumulated amortization                                    370,675           376,423
  Funds held in escrow for construction and equipment             121,201           285,165
  Due from affiliated companies, net                              739,228           846,979
  Deposits and other assets                                       244,551           248,213
                                                            -------------       -----------
     Total Other Assets                                         1,475,655         1,756,780
                                                            -------------       -----------
        Total assets                                          $13,291,708        13,547,452
                                                            =============       ===========


   LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Accounts payable - trade                                  $     892,246           872,693
  Note payable - bank                                           2,840,000         2,900,000
  Current portion of long term debt                               324,881           314,359
  Other accrued liabilities                                       213,817           390,607
                                                            -------------       -----------
       Total Current Liabilities                                4,270,944         4,477,659
                                                            -------------       -----------

Long term debt, less current portion                            4,070,656         4,152,332
                                                            -------------       -----------

Shareholders' equity:
   Common stock - $.01 par value, 10,000,000 shares
     authorized; 4,105,889 and 3,822,499 shares
     issued and outstanding at March 31, 2000 and
     December 31, 1999, respectively                               41,060            38,225
   Additional paid-in capital                                   3,720,378         3,282,932
   Retained earnings                                            1,363,106         1,764,051
   Foreign currency translation adjustment                  (     167,561)      (   160,872)
                                                            -------------       -----------
                                                                4,956,983         4,924,336
   Less cost of common stock in treasury, 5,789 shares
      at March 31, 2000 and December 31, 1999               (       6,875)            6,875)
                                                            -------------       -----------
                                                                4,950,108         4,917,461
                                                            -------------       -----------
   Total liabilities and shareholders' equity                 $13,291,708       $13,547,452
                                                            =============       ===========
                                        3

</TABLE>

<PAGE>

                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2000 and 1999
                                   (UNAUDITED)

                                                    2000              1999
                                               -----------         ------------

Gross sales                                    $ 3,705,163         $3,418,814

Allowances                                         433,028            379,122
                                               -----------         ----------

Net sales                                        3,272,135          3,039,692

Cost of goods sold                               2,262,198          2,107,223
                                               -----------         ----------

Gross profit                                     1,009,937            932,469
                                               -----------         ----------

Costs and expenses:
    Advertising and promotion                      183,152             98,240
    Selling and administrative                     727,334            637,857
    Interest expense                               121,906             98,634
                                               -----------         ----------

       Total costs and expenses                  1,032,392            834,731
                                               -----------         ----------

Operating income                               (    22,455)            97,738

Interest income                                      5,791              6,160
                                               -----------         ----------

Income before income taxes                     (    16,664)           103,898

Provision (benefit) for income taxes           (     6,500)            39,000
                                               -----------         ----------

Net income (loss)                              (    10,164)            64,898

Other comprehensive income, net of tax

Foreign currency translation adjustment              6,689             12,744
                                               -----------         ----------

Comprehensive income (loss)                    (    16,853)        $   52,154
                                               ===========         ==========

Earnings (loss) per common share               $      -            $   .02
                                               ===========         ==========


Earnings per share were calculated on the basis of 3,915,033 and 3,757,517
weighted average shares of common stock outstanding for the quarters ended March
31, 2000 and 1999, 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, 2000 AND 1999
                                   (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,
   2000                   3,822,499     $38,225        $3,282,932       ($ 160,872)    $1,764,051    ($  6,875)     $4,917,461


Net loss                                                                               (   10,164)                  (   10,164)

Issuances of stock          283,390       2,835           437,446                       ( 390,781)                      49,500

Foreign currency
  translation
  adjustment                                                            (    6,689)                                 (    6,689)
                          ---------     -------        ----------       -----------    ----------    ----------     -----------

March 31,
  2000                    4,105,889     $41,060        $3,720,378       ($ 167,561)    $1,363,106    ($  6,875)     $4,950,108
                          =========     =======        ==========       ===========    ==========    ----------     ===========



January 1,
   1999                   3,753,017     $37,530        $3,232,327       ($ 145,666)    $1,332,567    ($   -   )     $4,456,758


Net income                                                                                 64,898                       64,898

Acquisition of
  treasury shares                                                                                    (   6,875)     (    6,875)

Issuance of stock            13,500         135             9,265                                                        9,400

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

March 31,
  1999                    3,766,517     $37,665        $3,241,592       ($ 158,410)    $1,397,465    ($  6,875)     $4,511,437
                          =========     =======        ==========       ===========    ==========    ==========     ===========


</TABLE>




                                        5


<PAGE>



                      OCEAN BIO-CHEM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                           FOR THE THREE MONTHS ENDED
                             MARCH 31, 2000 and 1999
                                   (UNAUDITED)


                                                        2000           1999
                                                     ----------     ----------
Cash flow provided (used) by operating activities:

  Net income (loss)                                  ($  10,164)    $   64,898

Adjustments to reconcile net income
 to net cash provided (used) by operations:
  Depreciation and amortization                          82,939         78,578
  Changes in assets and liabilities:
  Decrease in accounts receivable                       277,821         21,300
  (Increase) decrease in inventory                   (  331,659)       372,179
  Decrease in prepaid expenses                           49,819          4,924
  Decrease in accounts payable,
   accrued expenses and other                        (  153,575)    (  411,184)
                                                     -----------    ----------

  Net cash provided (used) by operating activities   (   84,819)       130,695
                                                     -----------    ----------

Cash provided (used) by financing activities:
  Net reductions under line of credit                (   60,000)    (  451,312)
  Net reductions in advances to affiliates              107,751        345,350
  Net (reductions), increases in current portion
     of long term debt                                   10,522     (    5,925)
  Net (reductions) increases in long term borrowings (   81,676)       325,925
  Common stock transactions, net                         49,500          2,525
                                                     -----------    ----------

  Net cash provided by financing activities              26,097        216,563
                                                     -----------    ----------

Cash provided (used) by investing activities:
  Purchase property, plant, equipment, net           (   21,436)        9,893
                                                     -----------    ----------

 Net cash used by investing activities               (   21,436)        9,893
                                                     -----------    ----------

Increase (decrease) in cash prior to effect
   of foreign currency translation on cash           (   80,158)       357,151
Effect of foreign currency translation on cash       (    6,689)    (   26,406)
                                                     -----------    ----------

Increase (decrease) in cash                          (   86,847)       330,745
Cash at beginning of period                             433,772          8,871
                                                     -----------    ----------

Cash at end of period                                $  346,925     $  339,616
                                                     ===========    ==========

Supplemental Information:
  Cash used for interest during period               $  121,906     $   85,192
                                                     ===========    ==========
  Cash used for income taxes during period           $  204,743     $    -
                                                     ===========    ==========

The company had no cash equivalents at March 31, 2000 and 1999.
                                        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, 1999 have been
reclassified to conform to the 2000 presentation.

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

Liquidity and Capital Resources:
-------------------------------

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

The  total  borrowings  under  the  line  are  secured  by  trade   receivables,
inventories, and other assets, and can aggregate a maximum amount of $3,500,000.
Borrowings  under the line are due on demand  from the bank.  Under the terms of
the line,  the  Registrant is required to maintain  minimum  working  capital of
$1,500,000,  a  maximum  debt to  tangible  net worth of ratio of 2.5 to 1 and a
minimum debt service coverage factor of 1.15 times.

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

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

Results of Operations:
---------------------

Gross sales increased  approximately  8% or $232,500 for the quarter ended March
31, 2000 when compared to the same quarter of the preceding  year. Such increase
was consistent with prevailing trends and not associated with any single product
or customer.

Cost of goods sold  decreased as a percentage  of net sales when  comparing  the
quarter  ended  March  31,  2000  with  the  comparable  quarter  in  1999.  The
percentages  were 69.1 % and 69.3% for the quarters  ended during 2000 and 1999,
respectively. This change was not significant and is not attributable to any one
individual factor.

Selling and administrative  expenses increased approximately $89,500 or 14% when
comparing the quarters ended March 31, 2000 and 1999.  This change was primarily
due to increased personnel costs and professional fees. The Company has recently
announced  the pending  introduction  of a new  automotive  product line and has
opted to charge off costs  associated  with this project as incurred rather than
deferring  them until the quarter in which  revenues  commence.  It is currently
anticipated  that initial revenues will be earned during the quarter ending June
30, 2000.
                                        7


<PAGE>



Advertising and promotion increased  approximately  $84,900 or 86% comparing the
three months ended March 31, 2000 and 1999.  This was primarily due to increased
catalog costs and co- operative advertising. The Company has previously reported
intentional  levels  of  decreased  advertising  in prior  quarters  and has now
strategically  decided to expand  advertising  efforts  of the Star brite  brand
during the current fiscal year.

Interest expense increased by approximately $23,300 when comparing the March 31,
2000  quarter to the  corresponding  quarter  in 1999.  This  increase  resulted
primarily due to recently promulgated prime interest rate increases.

Forward-looking Statements:
--------------------------

Certain statements contained herein,  including without limitation  expectations
as to future sales and operating results, constitute forward-looking statements.
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:  Not applicable.

Item 2 - Changes in Securities:

During March, 2000, 195,390 shares of the Registrant's  Common Stock were issued
to shareholders pursuant to the recently announced 5% stock dividend; and 88,000
shares of the Common Stock were issued to certain employees as a bonus for their
respective  services to the  Company.  Such  awards were not made  pursuant to a
formal Employee Bonus Plan. The financial  impact of these issuances  aggregated
approximately  $45,900 which was charged to operations  during the quarter ended
March 31, 2000.

Item 3 - Defaults Upon Senior Securities:  Not applicable

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

Item 5 - Other Matters:  Not applicable

Item 6 - Exhibits and Reports on Form 8-K: Not applicable

                                        8


<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 hereunto duly authorized.


                                                   OCEAN BIO-CHEM, INC.

Date:   May 11, 2000                               By: /s/ PETER G. DORNAU
     ----------------                              -----------------------
                                                       Peter G. Dornau
                                                       Chairman of the Board and
                                                       Chief Executive Officer


                                                   By: /s/ EDWARD ANCHEL
                                                   ---------------------
                                                       Edward Anchel
                                                       Chief Financial Officer
                                       9