UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                      WASHINGTON, D. C.  20549
                              FORM 10-Q

  (Mark One)
   XX  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934
       For the quarterly period ended             June 30, 1999

                                 or

       TRANSITION REPORT PURSUANT  TO SECTION 13 OR 15(d) OF THE
       SECURITIES EXCHANGE ACT OF 1934
       For the transition period from __________  to __________

                 Commission file number     1-9603

                     STEVENS INTERNATIONAL, INC.
       (Exact name of registrant as specified in its charter)

               Delaware                              75-2159407
    (State or other jurisdiction of                (IRS Employer
    incorporation or organization)              Identification No.)

            5500 Airport Freeway, Fort Worth, Texas 76117
         (Address of principal executive offices) (zip code)

                            817/831-3911
           (Registrant's telephone number, including area code)

             __________________________________________
        (Former name, former address and former fiscal year,
                    if changed since last report)

  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    XX     No  _____

                APPLICABLE ONLY TO CORPORATE ISSUERS:
  Indicate the number of shares outstanding of each of the issuer's
  classes of common stock, as of the latest practicable date.

           Title of Each Class            Outstanding at August 6, 1999
  Series A Stock, $0.10 Par Value                   7,459,474
  Series B Stock, $0.10 Par Value                   2,042,659

<PAGE>

                          TABLE OF CONTENTS


  Part I.   FINANCIAL INFORMATION                              PAGE NUMBER
                                                               -----------
    Item 1. Financial Statements

             Consolidated Condensed Balance Sheets                   3
             December 31, 1998 and June 30, 1999
             (unaudited)

             Consolidated Condensed Statements of Operations         4
             Three and Six months ended June 30, 1999 and 1998
             (unaudited)

             Consolidated Condensed Statements of                    5
             Stockholders' Equity December 31, 1998 and
             Six months ended June 30, 1999  (unaudited)

             Consolidated Condensed Statements of Cash Flows         6
             Six months ended June 30, 1999 and 1998
             (unaudited)

             Notes to Consolidated Condensed Financial               7
             Statements (unaudited)

    Item 2. Management's Discussion and Analysis of                 10
            Financial Condition and Results of Operations


  Part II.  OTHER INFORMATION

    Item 1. Legal Proceedings                                       14

    Item 4. Submission of Matters to a vote of Security Holders     15

    Item 6. Exhibits and Reports on Form 8-K                        15


    CAUTIONARY STATEMENT -  This Form 10-Q may contain statements  which
    constitute "forward-looking" information as that term is defined  in
    the  Private Securities  Litigation Reform  Act of  1995 or  by  the
    Securities   and  Exchange   Commission   ("SEC")  in   its   rules,
    regulations   and  releases.   Stevens  International,   Inc.   (the
    "Company")  cautions   investors  that   any  such   forward-looking
    statements  made  by  the  Company  are  not  guarantees  of  future
    performance  and that  actual  results may  differ  materially  from
    those in  the forward-looking statements. Some  of the factors  that
    could  cause actual  results  to differ  materially  from  estimates
    contained in the Company's forward-looking statements are set  forth
    in the Form 10-K for the year ended December 31, 1998.
<PAGE>
<TABLE>
                STEVENS INTERNATIONAL, INC. AND SUBSIDIARIES
                    CONSOLIDATED CONDENSED BALANCE SHEETS
                  (Amounts in thousands, except share data)

<CAPTION>
                                             June 30, 1999  December 31, 1998
                                              (unaudited)
                                                  --------       -------
   <S>                                           <C>            <C>
                   ASSETS
   Current assets:
     Cash .............................          $     129      $    164
     Trade accounts receivable, less
      allowance for losses of $392 and
      $138 in 1999 and 1998, respectively            1,091         1,711
     Costs and estimated earnings in excess
      of billings on long-term contracts               586           665
     Inventory  (Note 3). .............              6,667         6,146
     Other current assets .............                962         1,076
     Assets held for sale  (Note 6) ...                263           988
                                                  --------       -------
            Total current assets ......              9,698        10,750

   Property, plant and equipment ......              2,340         2,600
   Other assets, net ..................              1,369         1,301
                                                  --------       -------
                                                 $  13,407      $ 14,651
                                                  ========       =======
<PAGE>

      LIABILITIES AND STOCKHOLDERS' EQUITY
   Current liabilities:
     Trade accounts payable ...........          $   2,212      $  3,035
     Billings in excess of costs and estimated
      earnigs on  long-term contracts                   --            --
     Other current liabilities ........              2,824         3,780
     Customer deposits ................                499           310
     Advances from stockholder ........              1,965         1,645
     Current portion of long-term debt                   8            15
                                                  --------       -------
            Total current liabilities .              7,508         8,785

   Long-term debt .....................              2,413         2,294
   Note payable - stockholder .........              2,950         2,950
   Accrued pension costs ..............              3,577         3,577
   Commitments and contingencies                       --            --

   Stockholders' equity:
     Preferred stock, $0.10 par value,
      2,000,000 shares authorized, none issued
      and outstanding                                  --            --
     Series A common stock, $0.10 par value,
      20,000,000 shares authorized, 7,459,000
      and 7,418,000 shares issued and
      outstanding at June 30, 1999 and
      December 31, 1998, respectively ....             745           741
     Series B common stock, $0.10 par value,
      6,000,000 shares authorized, 2,044,000 and
      2,085,000 shares issued and outstanding
      at June 30, 1999 and December 31, 1998,
      respectively                                     205           209
     Additional paid-in-capital .......             39,961        39,961
     Accumulated other comprehensive (loss)         (4,284)       (4,150)
     Retained (deficit) ...............            (39,668)      (39,716)
                                                  --------       -------
        Total stockholders' equity (deficit)        (3,041)       (2,955)
                                                  --------       -------
                                                 $  13,407      $ 14,651
                                                  ========       =======

   See notes to consolidated condensed financial statements.

</TABLE>
<PAGE>
<TABLE>

                STEVENS INTERNATIONAL, INC. AND SUBSIDIARIES
               CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)
                (Amounts in thousands, except per share data)

<CAPTION>
                                   Three months ended      Six months ended
                                        June 30,               June 30,

                                       1999      1998      1999      1998
                                       -----    ------     -----    ------
  <S>                                 <C>      <C>        <C>      <C>
  Net sales .....................     $2,575   $ 5,343    $5,889   $15,040
  Cost of sales .................      1,015     5,163     2,926    12,075
                                       -----    ------     -----    ------
  Gross profit ..................      1,560       180     2,963     2,965
  Selling, general and
   administrative expenses ......      1,263     1,993     2,396     4,221
                                       -----    ------     -----    ------
  Operating income (loss) .......        297    (1,813)      567    (1,256)
  Other income (expense):
    Interest income  ............         --        --        --        --
    Interest expense ............       (180)     (376)     (356)   (1,201)
    Other, net ..................        (67)     (103)     (115)     (251)
    Gain (loss) on sale of
     assets (Note 6)                     (45)    2,702       (45)    2,702
                                       -----    ------     -----    ------
                                        (292)    2,223      (516)    1,250
                                       -----    ------     -----    ------
  Income (loss) before income
   taxes and extraordinary item..          5       410        51        (6)
  Income tax (expense) benefit ..         --       (75)       (3)      (75)
                                       -----    ------     -----    ------
  Income (loss) before
   extraordinary item                      5       335        48       (81)
  Extraordinary item (Note 8): ..
    Gain on early extinguishment
     of debt, net of tax effect..         --    11,221        --    11,221
                                       -----    ------     -----    ------
       Net income (loss)              $    5   $11,556    $   48   $11,140
                                       =====    ======     =====    ======
<PAGE>

  Earnings (loss) per share -
   basic (Note 9):
       Income (loss) before
        extraordinary item            $ 0.00    $ 0.04    $ 0.01   $ (0.01)
       Gain on early extinguishment
        of debt                           --      1.18        --      1.18
                                       -----    ------     -----    ------
       Net income (loss) - basic      $ 0.00   $  1.22    $ 0.01   $  1.17
                                       =====    ======     =====    ======
  Earnings (loss) per share -
   diluted (Note 9):
       Income (loss) before
        extraordinary item            $ 0.00   $  0.03    $ 0.01   $ (0.01)
       Gain on early extinguishment
        of debt                           --      1.10        --      1.10
                                       -----    ------     -----    ------
       Net income (loss) - diluted    $ 0.00   $  1.13    $ 0.01   $  1.09
                                       =====    ======     =====    ======
  Weighted average number of shares
   of common stock outstanding
   during the periods - basic (Note 9) 9,492     9,488     9,492     9,488
                                       =====    ======     =====    ======
  Weighted average number of shares
   of common and common stock
   equivalents outstanding during
   the periods - diluted (Note 9)      9,492    10,190     9,492    10,190
                                       =====    ======     =====    ======

  See notes to consolidated condensed financial statements.
</TABLE>
<PAGE>
<TABLE>

                    STEVENS INTERNATIONAL, INC. AND SUBSIDIARIES
                   CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
                                     (Unaudited)
                               (Amounts in thousands)


                                                                                   Accumulated
                                                     Additional                       Other
                           Series A Stock   Series B Stock   Paid-In    Retained  Comprehensive
                           Shares   Amount  Shares  Amount   Capital   (Deficit)       Loss       Total
                            -----      ---    -----   ---     ------    -------       ------     ------
<S>                         <C>       <C>     <C>    <C>     <C>       <C>           <C>        <C>
Balance, January 1, 1999    7,418     $741    2,085  $209    $39,961   $(39,716)     $(4,150)   $(2,955)
Net income                    --       --       --    --         --          48           --         48
Foreign currency
 translation adjustment       --       --       --    --         --          --         (134)      (134)

Excess pension
 liability adjustment         --       --       --    --         --          --           --         --
Comprehensive loss                                                                                  (86)
Conversion of Series B
 stock to Series A stock       41        4     (41)   (4)        --          --           --         --
                            -----      ---    -----   ---     ------    -------       ------     ------
Balance, June 30, 1999      7,459     $745    2,044  $205    $39,961   $(39,668)     $(4,284)   $(3,041)
                            =====      ===    =====   ===     ======    =======       ======     ======

      See notes to consolidated condensed financial statements.

</TABLE>
<PAGE>
<TABLE>
              STEVENS INTERNATIONAL, INC. AND SUBSIDIARIES
             CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                               (UNAUDITED)
                          (Amounts in thousands)
                                                        Six Months Ended
                                                            June 30,
                                                        1999        1998
                                                      -------      ------
   <S>                                               <C>          <C>
   Cash provided by operations:
    Net income  ............................         $     48     $11,140

    Adjustments to reconcile net income
     (loss) to net cash provided by (used in)
     operating activities:
       Depreciation and amortization .......              412         557
       Other ...............................             (134)       (314)
       Changes in operating assets and liabilities:
         Trade accounts receivable .........              620       1,120
         Contract costs in excess of billings              79        (651)
         Inventory .........................             (521)      1,142
         Other assets ......................             (104)       (780)
         Trade accounts payable ............             (823)        (64)
         Other liabilities .................             (447)     (1,399)
                                                      -------      ------
   Total cash (used in) provided by
    operating activities ...................             (870)     10,751
                                                      -------      ------
   Cash provided by (used in) investing activities:
    Additions to property, plant and equipment            (32)       (203)
    Disposal of Zerand Division in 1998                    --       8,200
    Disposal of Ohio production facility                  755          --
                                                      -------      ------
   Total cash provided by (used in)
    investing activities ...................              724       7,997
                                                      -------      ------
   Cash provided by (used in) financing activities:
    Net proceeds from (repayments of) long-
     term debt ...............................            118       4,327
    (Decrease) in current portion of long-term debt        (7)    (20,391)
                                                      -------      ------
   Total cash provided by (used in)
    financing activities ....................             111     (16,064)
                                                      -------      ------
   Increase (decrease) in cash and
    temporary investments ...................             (35)      2,684
   Cash and temporary investments at
    beginning of period .....................             164         211
                                                      -------      ------
   Cash and temporary investments at end of period   $    129     $ 2,895
                                                      =======      ======
   Supplemental disclosure of cash flow information:
    Cash paid during the period for:
      Interest .............................          $   125     $   466
      Income taxes .........................              -0-         -0-

   See notes to consolidated condensed financial statements.
</TABLE>
<PAGE>

               STEVENS INTERNATIONAL, INC. AND SUBSIDIARIES
           Notes to Consolidated Condensed Financial Statements
                             (Unaudited)


  1.   The consolidated condensed balance sheet as of June 30, 1999, the
       consolidated condensed statement of stockholders' equity for  the
       period ended June 30, 1999, the consolidated condensed statements
       of operations for the  three and six months  ended June 30,  1999
       and 1998, and the consolidated condensed statements of cash flows
       for the six month  periods then ended have  been prepared by  the
       Company without  audit.    In  the  opinion  of  management,  all
       adjustments (which  include  only normal  recurring  adjustments)
       necessary to present fairly the financial position as of June 30,
       1999 and the results of operations  for the three and six  months
       ended June  30, 1999  and 1998  and the  cash flows  for the  six
       months ended June 30, 1999 and 1998 have been made.  The December
       31, 1998 consolidated condensed balance sheet is derived from the
       audited consolidated balance  sheet as  of that  date.   Complete
       financial statements  for December  31,  1998 and  related  notes
       thereto are included in the Company's Annual Report on Form  10-K
       for the year ended December 31, 1998 (the "1998 Form 10-K").

       The above financial statements  have been prepared in  accordance
       with the instructions to Form 10-Q  and therefore do not  include
       all information included in the 1998  Form 10-K.  The results  of
       operations for the three and six  months ended June 30, 1999  and
       1998 are not necessarily indicative of the results to be expected
       for the full year.

  2.   The Company designs, manufactures,  markets and services  web-fed
       packaging and  printing systems  and  related equipment  for  its
       customers   in    the    packaging   industry    and    in    the
       specialty/commercial and banknote and securities segments of  the
       printing industry.   The  Company also  markets and  manufactures
       high-speed digital image processing systems primarily for use  in
       the  banknote  and  security  printing  industry.    The  Company
       combines various  types of  equipment capable  of converting  and
       printing, among other items, food and beverage containers, liquid
       container cartons,  banknotes, postage  stamps, lottery  tickets,
       direct mail  inserts, personal  checks  and business  forms.  The
       Company's technological and engineering capabilities allow it  to
       combine any  of the  four  major printing  technologies  (offset,
       flexography, rotogravure and intaglio) in its systems.   Complete
       press systems are  capable of  multiple color  and multiple  size
       printing  and  perform  such  related  functions  as   numbering,
       punching, perforating, slitting,  cutting, creasing, folding  and
       stacking.  The presses can be custom engineered for  non-standard
       form size and special auxiliary functions.
<PAGE>
  3.   Inventories consist of the following:

                                           June 30,   December 31,
                                            1999           1998
                                           (Amounts in thousands)
                                            ------       ------
         Finished product .............    $ 1,109      $   630
         Work in progress .............      1,451        1,458
         Raw materials ................      4,107        4,058
                                            ------       ------
                                           $ 6,667      $ 6,146
                                            ======       ======

  4.   For a description of  the status of the  bank credit facility  at
       June  30,  1999,   see  "Liquidity  and   Capital  Resources".
       Substantially all assets of the Company continue to be pledged as
       collateral on the Company's credit facilities.

  5.   The Company  is  subject  to various  claims,  including  product
       liability claims, which arise in the ordinary course of business,
       and is  a  party to  various  legal proceedings  that  constitute
       ordinary routine litigation incidental to the Company's business.
        A successful product liability claim brought against the Company
       in excess of its product liability coverage could have a material
       adverse effect upon the Company's business, operating results and
       financial condition.

       In management's opinion, the  Company has adequate legal  defense
       and/or insurance  coverage  in respect  to  each of  these  legal
       actions and does  not believe that  such actions,  if they  occur
       either individually or in  the aggregate, will materially  affect
       the Company's  operations  or  financial position.    See  "Legal
       Proceedings" herein and in the 1998 Form 10-K.

  6.   A description  of the  Company's divestitures  in 1999  and  1998
       follow:

       Sale of Hamilton Production Facility
       In the second quarter of 1999, the Company concluded the sale  of
       the real property at its  Hamilton, Ohio production facility  for
       an aggregate consideration of $725,000.  The transaction resulted
       in a small loss  due to certain  unanticipated costs of  vacating
       the facility.  Proceeds  of the transaction were   used to  repay
       certain expenses of the sale, certain property taxes and repay  a
       portion of  the  $2.5 million  loan  from Paul  I.  Stevens,  the
       Company's  chairman  and  chief  executive  officer,  which   was
       partially collateralized by  a lien  on this production facility.
       An  inventory  storage  facility at  Hamilton,  Ohio  is under  a
       contract for sale and is expected to be sold in August 1999.
<PAGE>
       Sale of Hamilton Machining Center in July 1998

       On July 28, 1998 the Company sold the real and personal  property
       at its  Hamilton, Ohio  machining center  ("HMC") and  the  major
       portion of its machinery and  equipment at its assembly  facility
       in Hamilton, Ohio for an aggregate consideration of approximately
       $4.33 million.   This transaction  resulted in  a second  quarter
       1998 loss on sale of assets of approximately $0.8 million and  an
       additional loss of $0.5 million in the third quarter of 1998 as a
       result of HMC inventory and other inventory that was abandoned by
       the  Company  and  included  in  the  sale.    Proceeds  of   the
       transaction were used to repay the $4 million secured bridge term
       loan from the Company's new bank lender (the "Bridge Loan") which
       was loaned to  the Company  on June 30,  1998.   HMC had  outside
       sales of $1.2 million  and operating losses  of $0.35 million  in
       1997.  The Company  has replaced certain  of the capabilities  of
       its  machining  center  with  a  group  of  new  and  traditional
       suppliers.

       Sale of Assets of Zerand Division in April 1998

       On April 27, 1998, the Company sold substantially all the  assets
       of the Zerand  division to Valumaco  Incorporated, a new  company
       formed  for   the  asset   purchase.     In  addition,   Valumaco
       Incorporated assumed certain liabilities of the Zerand  division.
       The  assets sold  included the real  property, platen die  cutter
       systems, and  other original  Zerand  products such  as  delivery
       equipment,   wide-web   rotogravure   printing   systems,   stack
       flexographic printing systems, unwind  and butt splicer  systems,
       and related  spare parts,  accounts  payable, and  other  assumed
       liabilities.   Excluded from  the proposed  transaction were  the
       System 2000  flexographic printing  systems and  the System  9000
       narrow-web rotogravure printing  systems produced  at the  Zerand
       division  and   related   accounts  receivable,   inventory   and
       engineering drawings.   The  sale price  was approximately  $13.7
       million, which consisted  of cash  proceeds of  $10.1 million,  a
       one-year  $1  million  escrow  "holdback",  and  the  purchaser's
       assumption of approximately $2.6  million of certain  liabilities
       of Zerand, including the accounts payable.

       This transaction resulted in an approximate $10 million reduction
       of the Company's senior debt. The Company realized an approximate
       $3.6 million gain  on the  sale of  Zerand assets  in the  second
       quarter of 1998.

  7.   The Company's effective  tax rate was  5.9% in 1999  and 0.0%  in
       1998.   Due  to accumulated  losses,  there were  no  recoverable
       income taxes for the six  months ended June 30, 1998.
<PAGE>
  8.   On June 30, 1998  the Company refinanced a  major portion of  its
       debt structure as part of its plan to reduce its debt.  Through a
       combination of new  secured bank borrowings  of approximately  $6
       million,  and  loans  from   its  Chairman,  CEO  and   principal
       shareholder, Paul  I.  Stevens,  aggregating  $4.5  million,  the
       Company has paid off both its  Senior bank lender and its  Senior
       Subordinated notes, aggregating approximately $19.5 million.  The
       repayment of the Company's Senior Subordinated notes resulted  in
       an  extraordinary  gain  on  early  extinguishment  of  debt   of
       approximately $11.2 million,  or $1.10  per share.   The  secured
       bank credit facilities have first liens on certain assets of  the
       Company, principally  inventory,  accounts  receivable,  and  the
       Company's Texas real estate.  Paul  I. Stevens' loans have  first
       liens on certain assets of the Company, principally certain  Ohio
       assets that are being held for  sale, a $0.5 million escrow  hold
       back on the sale of Zerand,  the assets of a foreign  subsidiary,
       and certain accounts receivable for new equipment being installed
       at a customer  location, as well  as second  liens on  inventory,
       accounts receivable, and the Company's Texas real estate.

  9.   Basic EPS excludes  dilution and is  computed by dividing  income
       available to common shareholders  by the weighted-average  number
       of common  shares  outstanding  for  the  period.    Diluted  EPS
       reflects the potential dilution that could occur if securities or
       other contracts to issue common stock were exercised or converted
       into common stock.   Since the  Series A and Series B stock  have
       identical dividend  and  participation rights  in  the  Company's
       earnings, they  have  been considered  to  be comparable  in  the
       calculation.


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

  Year 2000 Compliance Disclosure

  The Company's  main computer  system and  software are  not  currently
  Year-2000 compliant.  The  Year 2000 issue is  the result of  computer
  programs being written using two digits rather than four to define the
  applicable year.   Any of the  Company's computer  programs that  have
  date sensitive software may  recognize a date using  "00" as the  year
  1900 rather than the year 2000.  This could result in a system failure
  or miscalculations causing disruptions  of operations, including,  but
  not  limited  to,  a  temporary  inability  to  process  transactions,
  invoices, or other similar normal business activities.

  The Company has undertaken a study, utilizing external consultants, to
  evaluate the Company's internal information systems infrastructure  as
  it relates to the Year-2000 situation  and believes it has  identified
  Year-2000  non-compliant  processes.    The  Company  has   undertaken
  projects to update and replace all non-compliant internal  information
  systems and processes to ensure that the Year-2000 situation will  not
  have  a detrimental  impact on the internal operations of the Company.
  The cost to update and replace non-compliant systems is  approximately
  $50,000 to $100,000 consisting  of hardware and  software and will  be
  incurred through December 31, 1999.  The cost of Year-2000  compliance
  is not  projected  to  have  a  significant  negative  impact  on  the
  Company's financial results in subsequent years.
<PAGE>
  The Company  is  surveying  its suppliers  and  service  providers  to
  determine potential exposure from external, non-compliant sources.  No
  exposures have been identified, to date, from external sources.

  The Company has or  is addressing its  Year-2000 exposures.   However,
  should an unforeseeable Year-2000 situation arise that poses a  severe
  threat to the Company, the Company expects to be able to revert to  PC
  and manual  backup  internal  processes until  the  situation  can  be
  resolved.  As an additional contingency, the Company's consultant, who
  developed the  software used  by the  Company,  is capable  of  backup
  processing on its own compatible computer system that is already Year-
  2000 compliant.  The  Company does not  utilize single source  service
  providers or vendors and  as such, may change  to other providers  and
  vendors in the case of non-compliance.

  RESULTS OF OPERATIONS

  Comparison of Six Months Ended June 30, 1999 and 1998

  Sales  The Company's  sales for the  six months ended  June  30,  1999
  decreased by $9.1 million  (or  60.8%) compared  to sales in the  same
  period in 1998 due primarily to decreases in packaging products ($ 3.5
  million) and French service and repair sales ($ 1.3 million).  A total
  of $4.3 million of the decrease  resulted from sales of Zerand,  which
  was sold on April 27, 1998.

  Gross Profit    The Company's  gross profit for  the six months  ended
  June 30, 1999 decreased by $2 thousand compared to gross profit in the
  same period in 1998.  While this decrease was small, the gross  profit
  margin increased  to  50.3% of  sales  as  compared to  19.7%  in  the
  comparable period in 1998 due (1) to product mix, shipment of products
  at  near  normal  margins,   and  reduced  depreciation  and   product
  development costs in 1999 (approximately 28.3%); and (2) the Company's
  evaluation of  its last-in  first-out  ("LIFO) inventory  reserve  and
  corresponding decrement in the calculated LIFO reserve  (approximately
  22%).  The  Company evaluated its  LIFO inventory reserve  principally
  because of the sale of its machining and production facilities in Ohio
  in  mid-1998  and  the  complete  1998  changeover  of   manufacturing
  philosophy from  a  "machine  and  make  the  component  parts"  to  a
  "purchase the machined  part."  This  LIFO evaluation process  reduced
  the current year LIFO reserve calculation and, accordingly,  increased
  the gross profit  by $1.3  million (or $0.14  per share)  for the  six
  months ended June 30, 1999.

  Selling, General and Administrative  Expenses  The Company's  selling,
  general, and  administrative expenses  decreased by  $1.8 million  (or
  43.2 %)  for the six  months ended June 30, 1999 compared to the  same
  period in 1998 due to cost reduction efforts at corporate headquarters
  and manufacturing locations  in connection with the reduced volume  of
  sales, as well as the impact of the sale of Zerand.  Selling,  general
  and administrative expenses  for the six  months ended  June 30,  1999
  were 40.7% of sales compared to 28.1% of sales for the same period  in
  1998 due to the  huge reduction in  sales in 1999.   The reduction  in
  expenses was not  proportionate to  the reduction  in sales  discussed
  above.
<PAGE>
  Other Income (Expense)   The  Company's interest expense decreased  by
  $0.8 million for the  six months ended June  30, 1999 compared to  the
  same period in 1998  due to the reduced  borrowings in 1999  resulting
  from the application of the Zerand  and Hamilton sale proceeds to  pay
  down bank indebtedness and the  early extinguishment of $17.3  million
  of subordinated notes,  offset by an  increased cost  of borrowing  in
  1999.  Interest income  was negligible for the  six months ended  June
  30, 1999 and 1998.

  Comparison of Three Months Ended June 30, 1999 and 1998

  Sales    The Company's sales for the three months ended June 30,  1999
  decreased by $2.7  million (or 51.8%)  compared to sales  in the  same
  period in  1998  due  primarily  to  decreases  in  packaging  systems
  products ($0.9   million) and French  service and  repair sales  ($1.1
  million).  Decreased sales also resulted  from the sale of the  Zerand
  division in April 1998, which contributed $0.7 million in sales in the
  second quarter of 1998.

  Gross Profit    The Company's gross profit for the three months  ended
  June 30, 1999 increased  by $1.3 million compared  to gross profit  in
  the same  period in  1998 due  primarily to  reduced depreciation  and
  product development costs in 1999 and the impact of the LIFO decrement
  in 1999.    The  Company evaluated  its  last-in  first  out  ("LIFO")
  inventory reserve in conjunction with the  1998 and 1999  sale of  its
  production facilities  in Ohio,  necessitating  a complete  change  in
  manufacturing philosophy.   The financial impact  of the decrement  in
  the LIFO inventory for the three months ended June 30, 1999 was  $1.03
  million.   Accordingly, the  gross profit  for  the three  months  was
  increased $1.03 million  ($0.11 per share)  and the  LIFO reserve  was
  reduced $1.03  million.   Gross profit  margin for  1999 increased  to
  60.6% of sales as compared to 3.4 % for 1998.  This increase in  gross
  profit margin in 1999 was due primarily to normal margins on  standard
  products in 1999 and the benefit of the reduction of the LIFO  reserve
  as well as reduced depreciation charges due to assets sold in 1998 and
  1999.

  Selling, General Administrative  Expenses      The Company's  selling,
  general, and  administrative expenses  decreased by  $0.7 million  (or
  36.6%) for the three months ended  June 30, 1999 compared to the  same
  period in 1998 due to continuing cost reduction efforts, and the  1998
  sale of the  Zerand and Hamilton  Machining  Center  (HMC)  divisions.
  Selling, general  and administrative  expenses  for the  three  months
  ended June 30, 1999 were 49% of  sales compared to 37.3% of sales  for
  the same period in 1998 due to the  large  decrease in  sales in 1999.
  The reduction in expenses  was not proportionate  to the reduction  in
  sales discussed above.

  Other Income (Expense)    The Company's interest expense decreased  by
  $0.2  million for the three months ended June 30, 1999 compared to the
  same period  in  1998 due  to  the reduced  borrowing  in 1999.    The
  approximate $20  million  in  debt  reduction  since  March  31,  1998
  resulted from the sale of  Zerand and HMC and  the June 30, 1998  debt
  restructuring discussed in "LIQUIDITY AND CAPITAL RESOURCES."
<PAGE>

  TAX MATTERS

  The Company's effective state and federal income tax rate  ("effective
  tax rate") was 5.9% for the six months ended June 30, 1999, due to the
  alternative minimum tax  imposed on corporations.   Due to  continuing
  losses in 1998,  there were no  recoverable tax benefits  for the  six
  months ended June 30, 1998.


  LIQUIDITY AND CAPITAL RESOURCES

  Liquidity and Capital Resources

  The Company requires capital primarily to fund its ongoing operations,
  to service its existing  debt and to  pursue its strategic  objectives
  including new  product development  and penetration  of  international
  markets.   The  Company's  working capital  needs  typically  increase
  because of  a  number  of  factors,  including  the  duration  of  the
  manufacturing process and the relatively large size of most orders.

  Historically, the  Company has  funded its  capital requirements  with
  cash  provided  by  operating  activities,  borrowings  under   credit
  facilities, issuances  of  long-term debt  and  the sale  and  private
  placement of common stock.  Net  cash provided by (used in)  operating
  activities (before working capital requirement) was $ 3.0 million  and
  $11.38 million  for the  six  months ended  June  30, 1999  and  1988,
  respectively.  Working capital provided (used) cash of $(1.2)  million
  and $(0.63) million for the six  months ended June 30, 1999 and  1998,
  respectively.

  The Company's capital expenditures  for the first  six months of  1999
  and 1998 were $ 32 thousand  and $0.2 million, respectively, and  were
  used primarily  for  certain  machinery  and  equipment modernization.
  Various  research  and  product  development  expenditures  have  been
  incurred in  1998  and  1999 to  improve  the  Company's  System  2000
  flexographic press product  line, and to  develop a  short run,  quick
  make-ready flexographic product application.

  On June 30, 1998 the Company refinanced a major portion of its secured
  indebtedness ("the Debt Restructuring") as part of its plan to  reduce
  its debt.   Through a combination  of new secured  bank borrowings  of
  approximately $6  million,  and  loans  from  its  Chairman,  CEO  and
  principal shareholder, Paul I. Stevens, aggregating $4.5 million,  the
  Company paid off principal amounts due its senior secured bank  lender
  and  its   secured   senior  subordinated   noteholders,   aggregating
  approximately  $19.5  million.    Repayment  of  the  secured   Senior
  Subordinated  Notes  resulted  in  an  extraordinary  gain  on   early
  extinguishment of debt  of approximately $11.2  million in the  second
  quarter of 1998.

  Under its  credit  facility,  the  Company's  maximum  borrowings  are
  limited to a borrowing base formula, which cannot exceed $7.5  million
  in the form of direct  borrowings and letters of  credit.  As of  June
  30, 1999 there were $2.45 million in direct borrowings and no  standby
  letters of credit outstanding under the bank credit facility, with  no
  additional availability for such borrowings.
<PAGE>
  The Company's  bank  credit facilities  have  first liens  on  certain
  assets of the Company, principally inventory, accounts receivable, and
  the Company's Texas real estate.  Paul I. Stevens' loans aggregating $
  4.9 million at June 30, 1999 have first liens on certain assets of the
  Company, principally certain Ohio assets that are being held for sale,
  the remaining $0.5 million escrow hold back on the sale of the  Zerand
  division, the assets  of a  foreign subsidiary,  and certain  accounts
  receivable for  new customer  equipment, as  well as  second liens  on
  inventory, accounts  receivable and  the Company's Texas  real estate.
  The Company was paid $500,000 of the Zerand escrow hold back funds net
  of amounts owed to the purchaser  on November 6, 1998.  Because  these
  hold back funds  collateralize certain Paul  I. Stevens advances,  the
  $500,000 was paid to him to reduce his secured loans to the Company.

  Interest on the bank facility is  1.25% over prime with a maturity  of
  June 30, 2001 on the revolving  credit facility.  The amount  borrowed
  on the revolving credit facility was  approximately $2.45  million  on
  June 30, 1999.  The  Company paid in full  a $4.0 million bank  Bridge
  Loan on July 28, 1998 from  the sale of HMC  and the major portion  of
  its machinery  and equipment  at its  assembly facility  in  Hamilton,
  Ohio.  The secured loans  from Paul I. Stevens  are due June 30,  2001
  and bear interest at rates that vary up to 2% over bank prime.

  The borrowings under the bank credit  facility are subject to  various
  restrictive  covenants  related  to   financial  ratios  as  well   as
  limitations on capital expenditures and additional indebtedness.   The
  Company is not allowed to pay dividends.

  The  Company's  pension  plans  have  1999  minimum  payments  due  of
  approximately $0.5 million payable on or before September 15, 1999.

  Assuming  that  one  of  several  strategic  financial   alternatives,
  principally the return  of normalized  order flow  rates, the  private
  placement of an equity investment in  the Company, and the  additional
  sale of assets, among others presently being pursued by the Company is
  consummated, management believes that  cash flow from operations  will
  be adequate  to  fund  its existing  operations  and  repay  scheduled
  indebtedness over the next 12 months.

  In addition,  the Company  may incur,  from time  to time,  additional
  short- and  long-term bank  indebtedness  (under its  existing  credit
  facility  or  otherwise)   and  may  issue,   in  public  or   private
  transactions, its  equity and  debt securities  to provide  additional
  funds necessary for the continued pursuit of the Company's operational
  strategies.   The  availability  and terms  of  any  such  sources  of
  financing will depend on market and other conditions.  There can be no
  assurance that  such additional  financing will  be available  or,  if
  available, will be on terms and conditions acceptable to the  Company.
  Through  June 30,  1999, the  Company's Chairman  and Chief  Executive
  Officer has loaned the Company $1.96  million for its short-term  cash
  requirements and $2.95  million on  a long-term  basis.   There is  no
  continuing agreement  by  Paul  I. Stevens  to  fund  short-term  cash
  requirements of the Company;  and there can be  no assurance that  any
  additional loans will be available, or if available, will be on  terms
  and conditions acceptable to the Company.  As of June 30, 1999,  these
  amounts have not been repaid, and no interest has been paid to Paul I.
  Stevens.
<PAGE>
  The success of the Company's plans will continue to be impacted by its
  ability to  achieve  a  satisfactory  level  of  orders  for  printing
  systems, timely deliveries, the degree of international orders  (which
  generally have less favorable cash flow  terms and require letters  of
  credit  that  reduce  credit  availability),  and  improved  terms  of
  domestic orders.  While the Company believes it is making progress  in
  these areas,  there can  be  no assurance  that  the Company  will  be
  successful in these endeavors.

  Backlog and Orders  The Company's  backlog of unfilled orders at  June
  30, 1999 was approximately  $4.5 million compared  to $2.5 million  at
  December 31, 1998 .  The backlog of packaging systems at June 30, 1999
  increased $2.1 million as compared to  year-end 1998, offset by  small
  changes in the Company's other product lines.  The backlog at June  30
  in each of  the preceding five  years has ranged  from a  low of  $6.3
  million in 1998 to a high of $68.0 million in 1995.

  Orders for  the six  months  ended June  30,  1999 were  $7.9  million
  compared to  $5.0  million  for the  comparable  period  in  1998,  an
  increase of  $2.9  million  while shipments  decreased  $4.8  million,
  excluding Zerand  in  1998.   The  Company believes  the  above  noted
  increased order flow  is the  result of  fluctuations in  the flow  of
  major printing and packaging system orders.

  When sales  are  recorded  under  the  completed  contract  method  of
  accounting, the Company normally experiences a  six to nine month  lag
  between the time new orders are booked and the time they are reflected
  in sales  and  results  of  operations.    Larger  orders,  which  are
  accounted for using the percentage of completion method of accounting,
  are reflected  in  sales and  results  of operations  as  the  project
  progresses through the manufacturing cycle.
<PAGE>

  PART II  OTHER INFORMATION

  Item 1.  Legal Proceedings

  The Company is subject to various claims, including product  liability
  claims, which arise in the ordinary course of business, and is a party
  to  various  legal  proceedings   that  constitute  ordinary   routine
  litigation incidental to the Company's business.  No assurance can  be
  given regarding the outcome of any case; however a negative outcome in
  excess of insurance coverage could have  a material adverse effect  on
  the Company's business, operating results and financial condition.


  Item 4.  Submission of Matters to a Vote of Security Holders
  The  Company  held  its  1999  Annual  Meeting  of  Stockholders  (the
  "Meeting") on May 20, 1999.   At the Meeting, the stockholders of  the
  Company considered  and voted  upon the  following matters,  with  the
  results indicated:

  (1)      The following  directors, constituting all  of the  directors
    of the Company, were elected to serve as directors for the  ensuring
    year:


           Series A Nominees       Votes For  Votes Against
           -----------------       ---------  -------------
           Michel A. Destresse     6,901,173     31,052

           Edgar H. Schollmaier    6,901,173     31,052



           Series B Nominees
           -----------------
           Paul I. Stevens         2,055,333      1,175

           Richard I. Stevens      2,055,258      1,250

           Constance I. Stevens    2,055,333      1,175

           James D. Cavanaugh      2,055,333      1,175

<PAGE>
  Item 6.  Exhibits and Reports on Form 8-K

           (a)  Exhibits:

  Exhibit  Number Description of Exhibit

      3.1  Second Amended and Restated Certificate of
           Incorporation of the Company.(1)
      3.2  Bylaws of the Company, as amended.(2)
      4.1  Specimen of Series A Common Stock Certificate.(3)
      4.2  Specimen of Series B Common Stock Certificate.(4)
     10.1  Asset Contract to Purchase Real Estate dated February
           8, 1999 by and between the Company and Production
           Manufacturing, Inc. (5)
     11.1  Computation of Net Income per Common Share.(*)
     27.1  Financial Data Schedule.(*)



     *Filed herewith.
  (1) Previously filed  as an exhibit to  the Company's Annual Report  on
      Form  10-K for the  year ended December  31, 1990 and  incorporated
      herein by reference.
  (2) Previously  filed  as  an exhibit  to  the  Company's  Registration
      Statement  on Form S-1  (No. 33-15279) and  incorporated herein  by
      reference.
  (3) Previously  filed  as  an exhibit  to  the  Company's  Registration
      Statement  on Form S-1  (No. 33-24486) and  incorporated herein  by
      reference.
  (4) Previously filed as an exhibit to the Company's report on Form  8-A
      filed August 19, 1988 and incorporated herein by reference.
  (5) Previously filed  as an exhibit to  the Company's Annual Report  on
      Form  10-K for the  year ended December  31, 1998 and  incorporated
      herein by reference.


     (b)  Reports on Form 8-K.
     The Registrant filed a Current Report on  Form 8-K dated August
     2,  1999 to report the  denial of the  Company's appeal on  the
     delisting of  its Series A and  Series B common stock  from the
     American  Stock Exchange  under Item  5.   Other  Events.   The
     Company expects that a continuing market  for the securities of
     the  Company will  develop  over the  counter.   The  over  the
     counter trading  symbols for the securities of the  Company are
     "SVEIA" for Series A shares and "SVEIB" for Series B shares.

<PAGE>
                             SIGNATURES


  Pursuant to the requirements of the  Securities Exchange Act of  1934,
  Stevens International, Inc. has duly caused  this report to be  signed
  on its behalf by the undersigned thereunto duly authorized.


                                     STEVENS INTERNATIONAL, INC.


  Date: August 12, 1999              By:  /s/ Paul I. Stevens
                                     ------------------------
                                     Paul I. Stevens
                                     Chief Executive Officer
                                     and Acting Chief Financial Officer