U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549
FORM 10-KSB/A

(Mark One)

X    
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
               
SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 1999

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

For the transition period from    to  .

Commission File No. 1-1031

RONSON CORPORATION    
                     
       (Name of small business issuer in its charter)

NEW JERSEY      
                      
22-0743290
     (State of incorporation)          
                    
                
(IRS Employer Identification No.)

CAMPUS DRIVE, P.O. BOX 6707, SOMERSET, N.J.           
         08875
               (Address of principal executive office)
                      
                   
 (Zip Code)

Issuer's telephone number:           
                   
                   
                   
(732) 469-8300

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

Name of each exchangeTitle of each class           
                    
                   
                 
on which registered

Common Stock par value           
                  
                 
          Nasdaq SmallCap Market
           $1.00 per share

12% Cumulative Convertible               
                      
          Over-the-Counter Bulletin Board      
  Preferred Stock         No par value

Check whether the issuer (1) has filed all reports required to be filed by Section 13
or 15(d) of the Exchange Act 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

Check if disclosure of delinquent filers in response to Item 405 of Regulation S-B is
not contained in this form, and will not be contained, to the best of registrants knowledge,
in definitive proxy or information statements incorporated by reference in Part III of this Form 10-KSB or
any amendment to this Form 10-KSB.    [ X ]

State issuer's revenues for its most recent fiscal year $24,696,000.



The aggregate market value of common stock held by non-affiliates was $5,466,000 as
of March 10, 2000, computed by reference to the average bid and asked price of
such common equity.



As of March 10, 2000, there were 3,223,353 shares of the issuer's common stock outstanding.



TABLE OF CONTENTS

`Part I
        ------

        Item    1.  Description of Business.

                2.  Description of Properties.

                3.  Legal Proceedings.

                4.  Submission of Matters to a Vote of
                       Security Holders.


        Part II
        -------

        Item    5.  Market for the Company's Common Stock
                       and Related Stockholder Matters.

                6.  Management's Discussion and Analysis of
                       Operations.

                7.  Financial Statements.

                8.  Changes in and Disagreements with Accountants
                       on Accounting and Financial Disclosure.


        Part III
        --------

        Item    9.  Directors and Executive Officers of the
                       Company, Compliance with Section 16(a) of the
                       Exchange Act.

               10.  Executive Compensation.

               11.  Security Ownership of Certain Beneficial
                       Owners and Management.

               12.  Certain Relationships and Related Transactions.


        Part IV
        -------

        Item   13.  Exhibits and Reports on Form 8-K.`

PART I

Item 1    DESCRIPTION OF BUSINESS

(a) Business Development.

The Registrant, Ronson Corporation (the "Company"), is a company
     incorporated in 1928.

(b) Business of Issuer.

The Company
     is engaged principally in the following businesses:

1.  Consumer Products; and

2.  Aviation-Fixed Wing Operations and Services and Helicopter Services.

On
     October 2, 1995, the Company's common shares were listed on the
     Nasdaq SmallCap Market, and on December 1, 1995, the Company's preferred
     shares were listed on the Nasdaq SmallCap Market.  The Company's common
     shares are quoted under the symbol RONC and its preferred shares are
     quoted under the symbol RONCP.

On
     November 15, 1996, the Company issued an offer to exchange up to
     1,423,912 aggregate shares of its common stock for all of the 837,595
     issued and outstanding shares of its 12% Cumulative Convertible Preferred
     Stock.  For each share of preferred stock exchanged, the Company offered
     to issue 1.7 shares of common stock.  The terms and conditions of the
     offer were more fully described in the Offering Circular and the
     accompanying Letter of Transmittal dated November 15, 1996, (together the
     "Exchange Offer") which are incorporated herein by reference.  The
     Company's Exchange Offer expired on September 30, 1997.  After the
     expiration of the Offer, the Company had accepted 800,844 shares of
     preferred stock in exchange and had issued 1,361,435 shares of common
     stock under the Company's Exchange Offer.

At the
     time of the termination of the Exchange Offer on September
     30, 1997, there were about 37,000 shares of preferred stock remaining
     outstanding.  Because the number of remaining outstanding preferred
     shares no longer met the NASDAQ minimum requirement of 100,000
     outstanding shares in order to be listed on the Nasdaq SmallCap Market,
     the Company's preferred stock was delisted from the Nasdaq SmallCap
     Market.  Immediately upon the delisting of the preferred shares from the
     Nasdaq SmallCap Market, the preferred shares were listed on the NASD
     Over-the-Counter ("OTC") Bulletin Board.

In December
     1989 the Company adopted a plan to discontinue the
     operations of Ronson Metals Corporation, Newark, New Jersey, one of the
     Company's wholly owned subsidiaries.  On January 8, 1997, Ronson Metals
     Corporation amended its Certificate of Incorporation to change its
     corporation name to Prometcor, Inc. ("Prometcor").  Prometcor had sizable
     losses in several years prior to 1987 with reduced losses continuing in
     1987 through 1989.  In 1990 operations ceased at Prometcor and Prometcor
     began complying with the New Jersey Industrial Site Recovery Act
     ("ISRA"), formerly ECRA, and all other applicable laws.  As part of the
     plan to sell the properties of the Prometcor discontinued operations,
     Prometcor has also been involved in termination of its United States
     Nuclear Regulatory Commission ("NRC") license.  Compliance with ISRA and
     NRC requirements has continued through 1999 and into 2000.  (See
     Environmental Matters below and Item 6 - Management's Discussion and
     Analysis of Operations.)

(1)  
     Consumer Products

The
     Company's consumer packaged products, which are manufactured in
     Woodbridge, New Jersey, and distributed in the United States by the
     Company's wholly owned subsidiary, Ronson Consumer Products Corporation
     ("RCPC"), include Ronsonol lighter fluid, Multi-Fill butane fuel
     injectors, flints, wicks for lighters, a multi-use penetrant spray
     lubricant product under the tradename "Multi-Lube", a spot remover under
     the product tradename "Kleenol", and a surface protectant under the
     tradename "GlossTek".  In addition, the Company's consumer packaged
     products are marketed in Canada through Ronson Corporation of Canada,
     Ltd. ("Ronson-Canada"), a wholly owned subsidiary of the Company.  RCPC
     and Ronson-Canada together comprise Ronson Consumer Products.  The
     Company also distributes its consumer products in Mexico.  A subsidiary
     of WalMart Stores, Inc.  ("WalMart") is a significant distributor for the
     consumer products segment and, as such, supplies Ronson's products to
     numerous retailers.  Management does not believe that this segment is
     substantially dependent on WalMart or its distributor subsidiary because
     of the presence of many other distributors which provide retailers with
     Ronson's consumer products.  Sales to various units of WalMart in 1999
     and 1998 accounted for 13% and 12%, respectively, of Consolidated Net
     Sales of the Company and 20% and 18% of Net Sales of the segment in 1999
     and 1998, respectively, most of which were to WalMart's distributor
     subsidiary.



The
     consumer products are distributed through distributors, food
     brokers, automotive and hardware representatives and mass merchandisers,
     drug chains and convenience stores in the United States and Canada.
     Ronson Consumer Products is a principal supplier of packaged flints and
     lighter fuels in the United States and Canada.  These subsidiaries'
     consumer products face substantial competition from other nationally
     distributed products and from numerous local and private label packaged
     products.  Since Ronson Consumer Products produces packaged products in
     accordance with its sales forecasts, which are frequently reviewed and
     revised, inventory accumulation has not been a significant factor, and
     this segment does not have a significant order backlog.  The sources and
     availability of raw materials for this segment's packaged products are
     not significant factors.

Ronson Consumer Products also distributes four lighter products - the
     "RONII" refillable butane lighter; the Ronson "WINDII" liquid fuel
     windproof lighter; the Ronson "Varaflame Ignitor", used for lighting
     fireplaces, barbecues, camping stoves and candles; and the "Euro Lite"
     blue point flame butane lighter, excellent for pipes and cigars.  The
     lighter products are marketed in the United States, Canada and Mexico.

In 1995
     Ronson Consumer Products introduced a new lighter product,
     the RONII refillable butane lighter, in both the United States and
     Canada.  The RONII is a pocket lighter that meets the new child resistant
     requirements issued by the Consumer Product Safety Commission.  The RONII
     is manufactured for the Company in Spain and is sold through the
     Company's distribution channels.  The RONII is priced competitively but
     has strong competition from several other brands of disposable lighters
     and unbranded imports from China and other Far Eastern countries.



In January
     1997 Ronson Consumer Products introduced a new lighter
     product, the WINDII windproof lighter, in the United States and Canada.
     The WINDII uses Ronson flints, Ronsonol lighter fuel and Ronson wicks.
     The WINDII faces strong competition from other nationally distributed
     brands and from unbranded imports.



The WINDII
     lighter and Varaflame Ignitor are manufactured in China,
     both in accordance with the design specifications of the Company.  The
     Company has the exclusive right to market these products in the United
     States, Canada and Mexico, and does so through its distribution channels.
     The Varaflame Ignitor is refillable with Ronson butane refills and is
     less expensive than most other refillable ignitors.  The Varaflame
     Ignitor encounters strong competition from imported disposable ignitors.



In late
     1999 Ronson Consumer Products introduced the new EURO LITE
     blue point flame butane lighter, in both the United States and Canada.
     The EURO LITE uses Ronson Multi-Fill butane fuel injectors.  It is
     manufactured in China in accordance with the Company's design
     specifications.  The EURO LITE faces strong competition from other
     nationally distributed brands and unbranded imports.



(2)   Aviation - Fixed Wing Operations and     
               Services and Helicopter Services

Ronson
     Aviation, Inc. ("Ronson Aviation"), a wholly owned subsidiary
     of the Company, headquartered at Trenton-Mercer Airport, Trenton, New
     Jersey, provides a wide range of general aviation services to the general
     public and to government agencies.  Services include air charter, air
     cargo, cargo handling, avionics, management aviation services, new and
     used aircraft sales, aircraft repairs, aircraft fueling, storage and
     office rental.  This subsidiary's facility is located on 18 acres,
     exclusive of four acres on which Ronson Aviation has a first right of
     refusal, and includes a 52,000 square foot hangar/office complex, two
     aircraft storage units ("T" hangars) and a 58,500 gallon fuel storage
     complex (refer to Item 2-Description of Properties, (3) Trenton, New
     Jersey).  In its passenger and cargo services, Ronson Aviation operates a
     total of three aircraft, including a Citation Jet and two twin-engine
     turbo-prop airplanes in charter operations.  Ronson Aviation is an FAA
     approved repair station for major and minor airframe and engine service
     and an avionics repair station for service and installations.  Ronson
     Aviation is an authorized Raytheon Aircraft and Parts Sales and Service
     Center and a customer service facility for Bell Helicopter Textron.



At December
     31, 1999, Ronson Aviation had three new aircraft in
     sales inventory and orders to purchase three new aircraft from Raytheon
     Aircraft Corporation, all of which are for resale.  The total sales value
     of these aircraft is approximately $1,960,000.  The orders are subject to
     cancellation by Ronson Aviation.



Ronson
     Aviation is subject to extensive competition in its air
     charter activities, but Ronson Aviation is the only provider of aviation
     services to the private, corporate and commercial flying public at
     Trenton-Mercer Airport in Trenton, New Jersey.



ENVIRONMENTAL MATTERS

In the
     conduct of certain of its manufacturing operations, the
     Company is required to comply with various environmental statutes and
     regulations concerning the generation, storage and disposal of hazardous
     materials.  Additionally under ISRA, operators of particular facilities
     classified as industrial establishments are required to ensure that their
     property complies with environmental laws, including implementation of
     remedial action, if necessary, before selling or closing a facility.  The
     Company's New Jersey facilities would be subject to ISRA should a
     facility be closed or sold.



In December
     1989 the Company adopted a plan to discontinue the
     operations in 1990 of one of its facilities, Prometcor, located in
     Newark, New Jersey, and to comply with ISRA (formerly ECRA) and all other
     applicable laws.  In October 1994 Prometcor entered into a Memorandum of
     Agreement with the New Jersey Department of Environmental Protection
     ("NJDEP") as to its NJDEP related environmental compliance activities
     respecting its Newark facility.  As the result of sampling and evaluation
     of the results by the Company's environmental consultants and the NJDEP
     in 1996 and in the first quarter of 1997, areas of contamination in the
     groundwater below a section of the property were identified.  Sampling
     and delineation have been and will be continuing in this area of the
     property.



Prometcor
     has also proceeded with reporting to the NRC in order to
     terminate the NRC license held by Prometcor.  In 1996 through 1998
     Prometcor's radiological consultants performed soil and groundwater sampling and
     submitted additional reports to the Company and to the NRC.  As a result
     of the evaluation of the sampling results by the Company's radiological
     consultant and in consideration of comments from the NRC, low-level
     contamination as delineated in certain sections of the
     Prometcor property was identified as requiring remedial action.



A portion
     of the Newark property has already been released by the
     NRC and the NJDEP.  In November 1997 Prometcor completed the necessary
     radiological cleanup activities for one of the three parcels of property
     and amended the Prometcor license to release this property.  Also, in
     January 1998, the NJDEP provided a "No Further Action" letter for this
     portion of the property.  This parcel was sold in the third quarter of
     1999 for $100,000.



In 1998
     the Company's consultants completed additional testing.
     Based on the results of certain of these tests and on discussions with
     parties interested in the properties, the Company determined to demolish
     the buildings.  The preparation for the demolition required additional
     testing for final clearance to verify and to supplement the results of
     previous consultants.  This further testing ultimately required cleanup
     activities which were completed in January 1999.  The
     NRC and NJDEP accepted the results of the post-remediation testing for the buildings in
     1999 and approved the demolition of the buildings.  The demolition of the
     buildings and concrete floors was completed in 1999.



The
     Company's plan for final radiological remediation and clearance
     of the soils was approved by the NRC in November 1998 and by the NJDEP in
     February 1999.  The implementation of this plan followed the completion
     of the demolition of the buildings.  In the third and fourth quarters of
     1999, Prometcor made further progress toward completion of its
     environmental cleanup and the eventual sale of the remainder of the property by completing the
     excavation of contaminated material in one of the two
     remaining parcels of the property.  While making this progress, removal
     was required of contaminated soil beyond earlier estimates.  On the
     positive side, this removal was significant in that it resolved an
     uncertainty as to the volume of contaminated material to be
     found below the ground level concrete floors of the buildings.  This had
     been difficult to estimate prior to removal of the concrete floors.



On February
     10, 2000, the NRC released one of the two remaining
     parcels for unrestricted use.  Prometcor's manufacturing buildings had
     stood on this portion of the site.  A similar release of this parcel for unrestricted
     use is required from the NJDEP and is expected in April 2000 after
     completion of certain additional steps.



The
     Company's plan regarding resolving the non-radiological issues
     in the soil has been approved by the NJDEP and will be implemented.  The
     Company's plan to resolve the groundwater issue has not yet been approved
     by the NJDEP.



The
     additional sampling and remediation required for the complete release of the two
     remaining parcels of the Newark property are continuing.  The full extent
     of the costs is not determinable until all testing and remediation have
     been completed and accepted by the NJDEP and NRC.



Two of the
     Company's subsidiaries are subject to the New Jersey
     Underground Storage Tank Law, N.J.S.A. 58:10A-21 et seq. and the
     regulations promulgated thereunder, N.J.A.C. 7:14B-1.1 et seq., requiring
     upgrades to certain types of underground storage tanks.  The Company
     previously replaced its underground storage tanks at RCPC.  In February
     1999 Ronson Aviation completed the installation of a new 58,500 gallon
     fueling facility at a total cost of approximately $430,000, and ceased
     use of most of its former underground storage tanks.



The primary
     underground storage tanks formerly used by Ronson
     Aviation were removed in November 1999 as required by the NJDEP and all
     contaminated soil was removed and remediated.  Ronson Aviation has
     reached agreement with the lessor, the County of Mercer ("Mercer"), as to
     the allocation of responsibility for the costs of meeting regulatory
     requirements as to the former tank system, excluding costs related to
     groundwater contamination, if any.  The former tanks are owned by Mercer
     and most of the tanks pre-date the lease between Ronson Aviation and
     Mercer.  Under the agreement, the costs of all removal and reporting
     activities will be allocated such that 60% will be paid by Ronson
     Aviation and 40% will be paid by Mercer.  The allocation of costs related
     to groundwater contamination has not been determined.  Ronson Aviation
     recorded a provision for the costs estimated for the tank removal, soil
     excavation and removal, and reporting activities.  The extent of
     groundwater contamination cannot be determined until testing has been
     undertaken and completed.  Since the extent of groundwater contamination
     has not been determined, the associated costs cannot be estimated at this
     time.  Management believes that any costs related to future groundwater-related
activities, if any are required, are the responsibility of the County of Mercer.  The Company intends
to vigorously pursue its rights under the leasehold and under the statutory and regulatory requirements.
  Since the amount of additional costs, if any, and their ultimate allocation cannot be estimated at this time, the effect
on the    Company's

    financial position or results of future operations cannot be determined at this time, but management
believes that the effect will not be material.



In the
     third quarter of 1998, a mechanical failure at Ronson
     Aviation resulted in an overfill of a fuel tank and a release of about
     700 gallons of jet fuel.  The Company has taken appropriate action to
     address the release and to meet NJDEP requirements.  The Company's
     insurance carriers have been notified of the claim, and management
     believes that the Company will receive a reimbursement for the cost from
     insurance, but the Company has not recorded a receivable for that
     reimbursement at December 31, 1999.



In
     September 1998 the Company received a "de minimis" settlement
     offer ("Settlement Offer") from the United States Environmental
     Protection Agency ("USEPA") related to waste disposed of prior to 1980 at
     a landfill in Monterey Park, California, which the USEPA had designated
     as a Superfund Site ("Site").  The USEPA identified manifests dated from
     1974 through 1979 which allegedly indicate that waste originating at the
     location of the Company's former Duarte, California, hydraulic subsidiary
     was delivered to the Site.  As a result, in August 1995 the Company
     received a General Notice Letter from the USEPA notifying the Company
     that the USEPA considered the Company one of about four thousand
     Potentially Responsible Parties ("PRP's") for waste disposed of prior to
     1980 at a landfill at the Site.  In 1981 the Company sold the Duarte,
     California, hydraulic subsidiary, Ronson Hydraulic Units Corporation
     ("RHUCOR-CA"), to the Boeing Corporation.  The USEPA has notified a
     subsequent owner of the facility that the USEPA considers that entity to
     also be liable for the costs the USEPA determines to be due as a result
     of RHUCOR-CA's waste having been sent to the Site.  The USEPA may also
     consider financial factors in determining the final amount due.  In the
     fourth quarter of 1998, the Company offered to settle the matter for six
     equal payments totalling $90,000, to be paid semiannually over three
     years.  Although the USEPA's Settlement Offer includes various options at
     costs of from $307,000 to $376,000 and the Company has offered to settle
     the matter for $90,000, the Company's final contribution, if any, is not
     yet determinable.  The Company has accrued the amount of its offer and
     related expenses.



The Company
     believes that compliance with environmental laws and
     regulations will not have a material effect upon the Company's future
     capital expenditures.  Other than the cash requirements related to
     completing the Prometcor environmental clearance and the fact that the
     full extent of the Prometcor costs is not yet determinable, the Company
     believes that compliance with environmental laws and regulations will not
     have a material effect upon the Company's earnings or competitive
     position.



PATENTS AND TRADEMARKS

The Company
     maintains numerous patents and trademarks for varying
     periods in the United States, Canada, Mexico and a limited number of
     other countries.  While both industry segments may benefit from the
     Company's name as a registered trademark, the patents and trademarks
     which are held principally benefit the consumer products segment of the
     Company's business.



In 1999
     the Company registered the new trademark "ArTek" in many
     countries in order to market products under the new brand.



SEASONALITY AND METHODS OF COMPETITION

No material
     portion of the Company's business is seasonal.  The
     Company uses various methods of competition as appropriate in both of its
     industry segments, such as price, service and product performance.



RESEARCH ACTIVITIES

The
     Company's consumer products segment expensed approximately
     $232,000, $164,000 and $141,000 during the fiscal years ended December
     31, 1999, 1998 and 1997, respectively, on research activities relating to
     the development of new products and the improvement of existing products,
     all of which were Company sponsored.



NUMBER OF EMPLOYEES

As of
     December 31, 1999, the Company and its subsidiaries employed a
     total of 128 persons.



CUSTOMER DEPENDENCE

See above
      under "Consumer Products".



Item 2  -  DESCRIPTION OF PROPERTIES

(a) and (c) The following list sets forth the location and certain
     other information concerning the Company's principal manufacturing and
     office facilities.  The Company's facilities are in relatively modern
     buildings which were designed for their present purpose.  The Company
     believes its manufacturing and other facilities to be suitable for the
     operations conducted.  In the list below, "medium" facilities are those
     which have between 20,000 and 100,000 square feet; and "small" facilities
     are those which have less than 20,000 square feet.  Management believes
     that insurance coverage is adequate for all of its facilities, as listed
     below.

The facilities
     in Woodbridge, New Jersey, and Canada comprise the consumer products segment.
     The Trenton, New Jersey, facilities are used by the aviation services segment.

(1) Woodbridge, New Jersey

Facilities
     included in (a) and (b) below are owned subject to first
     and second mortgages in favor of Summit Bank.

(a) One medium
     facility for manufacturing consumer products.  This
     facility is owned and is constructed of brick, steel and cinder block.

(b) One small facility for storage.
     This facility is owned and is constructed of metal, cinder block and cement.

(2) Somerset, New Jersey

One small
     facility for executive and consumer products offices.
     This facility is

   subject to     a lease which expires in June 2001.  The
     facility is constructed of metal, cinder block and cement.

(3) Trenton, New Jersey

(a) One medium
     facility for fixed wing operations and services and
     helicopter services, sales and office space leased to others.  This
     building is owned and is constructed of steel and concrete.  The land on
     which this building is located is leased under a leasehold with six
     five-year terms automatically renewed, with the last five-year term
     expiring in November 2007.  The lease may be extended for five additional
     five-year terms through November 2032, provided that during the five-year
     term ending November 2007, Ronson Aviation invests $1,500,000 in capital
     improvements.

(b) One medium
     facility - "T" hangars.  These structures are owned and are constructed of aluminum and concrete.
     The land upon which these structures are located is leased under a leasehold on the same terms as
     in 3 (a) above.

(4) Mississauga, Ontario, Canada

One small facility
     for sales and marketing, distribution center and storage.  This facility is   subject
     to

    a lease which expires in March 2001.  This facility is constructed of brick and cinder block.

(5) Newark, New Jersey

Two parcels of vacant land.
     Operations of these facilities have terminated.  The Company has entered into a contract for the sale of
     these parcels upon completion of environmental clearance.

(b) The
     Company's investments are limited to those related to its
     operations.  There are no restrictions which would limit investments in
     other areas, if determined by management.

Item 3  -  LEGAL PROCEEDINGS

The Company
     is involved in various product liability claims.  The
     claimants have claimed unspecified damages.  The ultimate liability
     cannot now be determined because of the considerable uncertainties that
     exist.  Therefore, it is possible that results of operations or liquidity
     in a particular period could be materially affected by these matters.
     However, based on facts currently available, management believes that
     damages awarded, if any, would be well within existing insurance
     coverage.

RONSON CORPORATION v. THE HOME INDEMNITY COMPANY, ET AL

In the third
     quarter of 1999, the Company filed a lawsuit in the
     Superior Court of New Jersey Law Division : Essex County against several
     of its former general liability insurance carriers seeking recovery for
     environmental investigation and remediation costs incurred and
     anticipated at various locations, primarily Prometcor.  Discovery in the
     case has begun.  According to statements to the Company by its counsel
     (who have undertaken the lawsuit on a legal fee contingency basis), the
     Company has a strong claim with a reasonable possibility of obtaining a
     sizable recovery.  There is, however, always a possibility that either
     new facts might arise or the current state of the law could change, and,
     thus, the expected recovery might not be realized.

See Item 1.
     "Business - Environmental Matters" above for discussion
     of a pending environmental matter involving a Superfund Site in
     California.

Item 4  -  SUBMISSION OF MATTERS
     TO A VOTE OF SECURITY-HOLDERS

(a)  At the
     Company's Annual Stockholders' Meeting (the "Meeting")
     on December 7, 1999, the matters set forth in the Company's 1999 Notice
     of Meeting and Proxy Statement, which is incorporated herein by
     reference, were submitted to the Company's stockholders.

(b)
       Messrs. Louis V. Aronson II and I. Leo Motiuk were elected as
     Class III directors for three-year terms.

(c)  The
     appointment of Demetrius & Company, L.L.C., independent
     auditors, to audit the consolidated financial statements of the Company
     for the year 1999 was ratified.

The number
     of affirmative votes, negative votes and abstentions on
     each matter is set forth in the Report of Inspectors of Election, a copy
     of which is attached hereto as Exhibit 99(a).

PART II

Item 5  -  MARKET FOR THE COMPANY'S COMMON STOCK AND RELATED
                    
      STOCKHOLDER MATTERS

a)  The principal
     market for trading in Ronson common stock is the
     Nasdaq SmallCap Market.  Market data for the last two fiscal years are
     listed below for information and analysis.  The data presented reflect
     inter-dealer prices, without retail markup, markdown or commission and
     may not necessarily represent actual transactions.

`1999
        ----------------------------------------------------
        Quarter            1st      2nd      3rd      4th
        ----------------------------------------------------
        High Bid          3 1/4    3 5/16   3 1/4    2 7/8
        Low Bid           2 5/8    2 5/8    2 11/16    2

        1998
        ----------------------------------------------------
        Quarter            1st      2nd      3rd      4th
        ----------------------------------------------------
        High Bid          3 3/4    3 7/8    3 15/16  3 1/2
        Low Bid           2 9/16   3 5/16   3 3/8    2 11/16`

b) At March 10, 2000, there were 2,657 stockholders of record of the
     Company's common stock.

c) No dividends were declared or paid in the two years ended
     December 31, 1999.

d)  1) On November 15, 1996, the Company issued an offer to exchange
     up to 1,423,912 aggregate shares of its common stock for all of the
     837,595 issued and outstanding shares of its 12% Cumulative Convertible
     Preferred Stock.  For each share of preferred stock exchanged, the
     Company offered to issue 1.7 shares of common stock.  The terms and
     conditions of the offer were more fully described in the Schedule 13E-4,
     the Offering Circular and the accompanying Letter of Transmittal dated
     November 15, 1996 (together the "Exchange Offer").  These items were
     previously filed with the SEC and are incorporated herein by reference.
     The Company's Exchange Offer expired on September 30, 1997.  During the
     year ended December 31, 1997, the Company issued 1,361,435 shares of
     common stock under the Exchange Offer.

The Company received a total of 800,844 shares of preferred stock
     tendered in exchange for the common shares.  The preferred shares
     received were retired and cancelled.

The issuance by the Company of shares of common stock in exchange
     for shares of preferred stock in the Exchange Offer was in reliance on
     the exemption from the registration requirements of the Securities Act of
     1933, as amended, provided by Section 3(a)(9) of the 1933 Act.  That
     section provides an exemption from registration "for any security
     exchanged by the issuer with its existing shareholders exclusively where
     no commission or other remuneration is paid or given directly or
     indirectly for soliciting such exchange".  Since both the preferred stock
     and the common stock involved in the Exchange Offer are securities of the
     Company, and the Company exchanged one of its securities for another of
     its securities exclusively with its existing security holders without
     paying any commission or other remuneration for soliciting the exchange,
     the Exchange Offer met all the requirements for exemption as provided by
     Section 3(a)(9).

2) On July 21, 1998, the Company issued 20,000 common shares to
     Morrow & Co., Inc., in exchange for consulting services valued at
     $50,000.  No underwriters were used and no discounts or commissions were
     paid.  These securities were exempt from registration under Section 4(2)
     of the Securities Act of 1933, as amended, as a private offering.  The
     securities were issued to a sophisticated investor.

Item

    6

       MANAGEMENT'S DISCUSSION AND ANALYSIS OF OPERATIONS

RESULTS OF OPERATIONS

1999 Compared to 1998

Ronson Corporation's (the "Company's") Net Sales increased in 1999
     by 7% to $24,696,000 from $23,173,000 in 1998.

The Company's Earnings from Continuing Operations before Interest
     and Other Items were $1,198,000 in 1999 as compared to $1,350,000 in
     1998.  The Company's 1999 Net Sales and Earnings from Continuing
     Operations before Interest and Other Items were adversely affected by
     sales returns, lost sales, and costs related to a voluntary short-term
     withdrawal of the Company's Varaflame ignitor utility lighter ("ignitor")
     from the Canadian market.  In July 1999 Health Canada, an agency of the
     Canadian government, issued a notice to Canadian distributors of
     seventeen utility lighters from various Far Eastern manufacturers prior
     to issuing a public warning to Canadian consumers.  Ronson Corporation of
     Canada, Ltd.'s ("Ronson-Canada's") ignitor was one of those seventeen
     lighters listed by Health Canada.  As a result of the above, the
     operating earnings in the second half of 1999 were reduced by about
     $187,000.  This non-recurring charge does not include the negative effect
     of lost sales.  The Company has cooperated fully with Health Canada, and
     ignitor sales resumed in Canada in December 1999.  Without the ignitor
     matter, the Company's Earnings from Continuing Operations before Interest and Other
     Items would have been $1,385,000 in 1999, an increase of 3% from 1998.

The reduction in Earnings from Continuing Operations to $292,000 in
     1999 from $660,000 in 1998 was primarily due to the Ronson-Canada utility
     lighter matter and to increased deferred income tax expenses in 1999.
     The deferred income tax expenses increased by $223,000 in 1999 from 1998.

In the third quarter of 1999, the Company filed a lawsuit against
     several of its former general liability insurance carriers seeking
     recovery for environmental investigation and remediation costs incurred
     and anticipated at various locations, primarily Prometcor (refer to Item
     3 of Part I above).  According to statements by the Company's counsel
     (who have undertaken the matter on a legal fee contingency basis), the
     Company has a strong claim with a reasonable possibility of obtaining a
     sizable recovery.  No provisions for any expected recovery have been made
     in the Company's financial statements.

`Ronson Consumer Products
     ------------------------
     (in thousands)
                                                        Year Ended
                                                        December 31,
                                                      1999        1998
                                                      ----        ----
     Net sales                                     $ 16,096    $ 15,717
     Earnings before interest, other items,
       intercompany charges, and taxes                2,557       2,567
     Earnings before intercompany charges
       and taxes                                      2,326       2,349
     Non-recurring charges                             (187)         --`

Net Sales of consumer products at Ronson Consumer Products
     Corporation ("RCPC"), Woodbridge, New Jersey, and Ronson-Canada,
     Mississauga, Ontario, (these together are "Ronson Consumer Products")
     increased by 2% in 1999 compared to 1998 primarily due to the 73%
     increase in sales of Ronii and Windii lighters in 1999.  This increase
     was partially offset by a $230,000 sales reduction related to the
     Ronson-Canada ignitor matter discussed above.

Cost of Sales, as a percentage of Net Sales, at Ronson Consumer
     Products was unchanged at 51% in 1999 and 1998, excluding the effect of
     the Ronson-Canada utility lighter matter.  Selling, Shipping and
     Advertising Expenses, as a percentage of Net Sales, increased to 24% in
     1999 from 22% in 1998 primarily due to increased advertising expenses in
     1999.  The non-recurring charge in 1999 is the adverse effect of the
     Ronson-Canada ignitor matter discussed above.

`Ronson Aviation
     ---------------
     (in thousands)
                                                        Year Ended
                                                        December 31,
                                                      1999        1998
                                                      ----        ----
     Net sales                                     $  8,600    $  7,456
     Earnings before interest, other items,
       intercompany charges, and taxes                  398         556
     Earnings before intercompany charges
       and taxes                                         52         295
     Non-recurring charges                               --        (135)`

Net Sales at Ronson Aviation, Inc. ("Ronson Aviation"), Trenton, New
     Jersey, increased by 15% in 1999 from 1998, primarily due to increased
     aircraft sales.

Ronson Aviation's Cost of Sales, as a percentage of Net Sales,
     increased to 80% in 1999 from 78% in 1998.  The increase in the Cost of
     Sales percentage in 1999 was primarily due to the change in mix of
     products sold, particularly the increase in aircraft sales in 1999.

Ronson Aviation's Selling, Shipping and Advertising Expenses, as a
     percentage of Net Sales, were unchanged from 1998 to 1999.  Ronson
     Aviation's General and Administrative Expenses, as a percentage of Net
     Sales, were reduced in 1999 from 1998 primarily due to the increase in
     the Net Sales.

Other Items

The General and Administrative Expenses of Corporate and Others were
     reduced in 1999 primarily due to lower pension expense.  The pension
     expense was reduced primarily due to the increased earnings on pension
     assets because the assets exceeded the obligation in the Company's
     principal pension plan through 1999 and to the lower pension amortization
     expense due to net gains in the plan in 1998.  The Company's principal
     pension plan was fully funded at December 31, 1999.

Other-Net was lower in 1999 than in 1998 primarily because 1998's
     Other-Net included costs accrued in the amount of $110,000 related to the
     Company's offer to settle the California Superfund Site matter discussed
     more fully below.

The expenses of Income Tax Benefits (Provisions)-Net increased by
     $238,000 from 1998 to 1999.  The year 1998 included deferred income tax
     benefits of $170,000, and the year 1999 included deferred income tax
     expenses of $53,000, a combined increase in expenses of $223,000 in 1999.

Discontinued Operations

The Loss from Discontinued Operations included the costs recorded by
     the Company related to the discontinuance of Prometcor, as follows (in
     thousands):

`Year Ended December 31,
                                             1999        1998      1997
                                             ----        ----      ----
        Discontinuance costs accrued       $   763    $  1,506   $    --
        Deferred income tax benefit           (277)       (557)       --
                                            ------     -------    ------
        Loss from Discontinued Operations  $   486    $    949   $    --
                                            ======     =======    ======`

In 1990 the Company discontinued the operations of its wholly owned
     subsidiary, Ronson Metals Corporation, subsequently renamed Prometcor,
     Inc. ("Prometcor").  Upon the cessation of operations in 1990, Prometcor
     began its compliance with the environmental requirements of the New
     Jersey Environmental Cleanup Responsibility Act ("ECRA"), now known as
     the Industrial Site Recovery Act ("ISRA"), administered by the New Jersey
     Department of Environmental Protection ("NJDEP") and other applicable
     State laws with the objective of selling the land and existing buildings
     previously used in the discontinued operations.  The discontinuance of
     operations also required the termination of a United States Nuclear
     Regulatory Commission ("NRC") license for the storage and use on site of
     a radioactive element to be used in a new product, the sales of which
     were minimal.

In 1999 and to date in 2000, Prometcor made substantial progress in
     the environmental clearance of the Prometcor property in Newark, N.J.  In
     the first quarter of 1999, Prometcor received NRC license amendments and
     NJDEP releases to allow the demolition of the major buildings on the
     site.  The buildings were demolished and removed in the first through the
     third quarters of 1999.  During the third and fourth quarters of 1999,
     Prometcor completed excavation of contaminated material in one of the two
     remaining parcels of the property.  Completion of this excavation
     resolved a significant uncertainty as to the volume of contaminated
     material below the ground level of the concrete floor of the
     buildings.  On February 10, 2000, the NRC released one of the two
     remaining parcels for unrestricted use.  Prometcor's manufacturing
     buildings had stood on this site.  A similar release of this parcel for
     unrestricted use is required from the NJDEP and is expected in April 2000
     after completion of certain additional steps for NJDEP clearance.

In addition, the plan relating

   to

    non-radiological cleanup and
     clearance of the soil has been approved by the NJDEP and will be
     implemented later in 2000.  The Company's plan to resolve groundwater
     issues has not yet been approved by the NJDEP.  Completion of the actions
     to be taken under the cleanup plans, including the removal of affected
     debris and soil as may be required, is expected to be completed later
     this year.

In the second quarter of 1999, Prometcor entered into an agreement
     to sell the three Prometcor parcels for a total of $595,000.  In August
     the sale of one parcel for $100,000 was completed.  Prometcor expects to
     complete the sale of the second parcel for $200,000 following its release
     by the NJDEP discussed above.  The final parcel will be sold following
     its release expected in the third quarter of 2000.

While making this progress to complete clearance of the property,
     Prometcor incurred greater than anticipated costs primarily due to a
     significant increase in the required excavation and testing of the soils
     beneath the concrete floors of the buildings.  Prometcor also expects to
     incur higher costs than previously anticipated to dispose of the
     excavated soil due to the larger quantity of soil.  In addition, the
     extended period of time to complete clearance has resulted in increased
     costs.  Because of these increases in costs incurred and anticipated,
     Prometcor took additional accruals of $763,000 in 1999 - $190,000 in the
     third quarter and $573,000 in the fourth quarter.

The total costs and expenses related to the termination of
     Prometcor's business operations in 1990, less the expected gain from the
     eventual sale of Prometcor's assets, have been estimated, based on the
     latest available information, to be about $6,530,000.  These estimated
     costs and expenses consist of:  Prometcor's expenses for the completion
     of compliance with the NJDEP and NRC environmental regulations; the
     termination of Prometcor's business operations; environmental consulting
     costs, legal and other professional fees; and costs for the maintenance
     of the Prometcor property, including insurance and taxes.  These costs
     and expenses, net of deferred income tax benefits, have been charged
     against the Company's Loss from Discontinued Operations and Net Earnings
     (Loss) between the beginning of 1990 and year end 1999.  The liability
     for these estimated costs and expenses as recorded in the financial
     statements at December 31, 1999, was based, in accordance with normal
     accounting practices, on the lower limit of the range of costs as
     projected by the Company and its consultants.  The estimated upper limit
     of the range of costs is approximately $800,000 above the lower limit.

The full extent of the costs and time required for completion is not
     determinable until the remediation and confirmatory testing of the
     properties have been completed and accepted by the NJDEP and NRC.

1998 Compared to 1997

The Company's Earnings from Continuing Operations were $660,000 in
     1998 compared to $783,000 in 1997.  After the Loss from Discontinued
     Operations in 1998 of $949,000, the Company's Net Loss in 1998 was
     $289,000, compared to Net Earnings in 1997 of $783,000.  The $949,000
     Loss from Discontinued Operations in 1998 of Prometcor related to
     additional costs and expenses projected to complete compliance with
     environmental requirements and the eventual sale of Prometcor's
     properties.

Consolidated Net Sales were $23,173,000 in 1998 compared to
     $23,170,000 in 1997.  Net Sales of consumer products increased at Ronson
     Consumer Products by 3% in 1998 compared to 1997, primarily as the result
     of increased shipments of the Company's flame accessories.  Net Sales at
     Ronson Aviation decreased by 5% in 1998 compared to 1997, primarily
     because increased sales of general aviation services were more than
     offset by lower sales of aircraft in 1998; however, Ronson Aviation's
     Earnings before Interest, Other Items and Intercompany Charges increased
     by 80%, before non-recurring costs, in 1998 from 1997.

Consolidated Cost of Sales, as a percentage of Consolidated Net
     Sales, was reduced to 60% in 1998 from 63% in 1997.  The Cost of Sales
     percentage at Ronson Consumer Products was reduced to 51% in 1998 from
     52% in 1997, primarily due to reductions in material costs related to
     certain products.  The Cost of Sales percentage at Ronson Aviation
     decreased to 78% in 1998 from 83% in 1997, primarily due to increased
     sales of general aviation services, particularly increased charter
     services.  The Cost of Sales at Ronson Aviation in 1998 included one-time
     costs of about $135,000 related to a release, due to a mechanical
     failure, of several hundred gallons of jet fuel.  The Company has
     notified its insurance carriers and expects a reimbursement of the costs,
     but none of that potential insurance reimbursement has been recorded as
     of December 31, 1998.

Consolidated General and Administrative Expenses, as a percentage of
     Consolidated Net Sales, increased to 17% in 1998 from 15% in 1997,
     primarily due to increased personnel costs, to legal and other
     professional fees related to stockholder matters, and to costs of
     development of new international markets associated with a new brand of
     products.

Interest expense increased to $645,000 in 1998 from $523,000 in
     1997, primarily due to increased long-term debt financing of Ronson
     Aviation's fourth quarter 1997 purchase of the Citation II jet.

Other-Net increased to $185,000 in 1998 from $107,000 in 1997,
     primarily due to costs accrued in the amount of $110,000 related to the
     Company's offer to settle the California Superfund Site matter discussed
     more fully below.

The Company's Earnings from Continuing Operations before Income
     Taxes were $520,000 in 1998 compared to $549,000 in 1997.  The 1998
     Earnings from Continuing Operations before Income Taxes of $520,000 were
     net of non-recurring costs of $245,000, consisting of $135,000 related to
     the jet fuel release and $110,000 related to the California Superfund
     Site matter.  Improved operating earnings in 1998 of 9% at Ronson
     Consumer Products and of 104%, before non-recurring costs, at Ronson
     Aviation were offset by the increased corporate General and
     Administrative Expenses and the non-recurring costs.

The Loss from Discontinued Operations included the costs recorded by
     the Company related to the discontinuance of Prometcor, as follows (in
     thousands):

`Year Ended December 31,
                                             1998        1997      1996
                                             ----        ----      ----
        Discontinuance costs accrued       $ 1,506    $     --   $ 1,370
        Deferred income tax benefit           (557)         --      (180)
                                            ------     -------    ------
        Loss from Discontinued Operations  $   949    $     --   $ 1,190
                                            ======     =======    ======`

In assessing the results of additional tests for radiological and
     non-radiological materials required by the NJDEP and NRC in the second
     half of 1998, the Company concluded that the final release of the
     Prometcor properties for eventual sale by the Company could be most
     economically obtained by the demolition of the Prometcor buildings and
     the removal from the site of the resulting debris, in lieu of the
     alternative of a prolonged period of continuing costly testing and more
     extensive cleanup of every part of the affected buildings.  Accordingly,
     further testing and cleanup were undertaken and completed in January 1999
     to support the Company's request to the NRC for approval of the proposed
     demolition.  In February 1999 the NRC amended Prometcor's license to
     permit the demolition of the major building on the property.  Separately,
     Prometcor's plan for final radiological cleanup of the soils was approved
     by the NRC in November 1998 and the NJDEP in February 1999.

The additional costs accrued in December 1998, as discussed above,
     were primarily due to (in thousands):

`NRC and NJDEP environmental clearance of
            the buildings for demolition and
             their demolition                              $  857
         Additional time required to obtain final
            clearance from the NRC and NJDEP                  287
         Long-term groundwater monitoring (present
            value)                                            172
         Estimated NRC and NJDEP charges, the
             majority of which were received by the
             Company in January 1999                          138
         Other                                                 52
                                                           ------
                                                           $1,506
                                                           ======`

INCOME TAXES

In accordance with Statement of Financial Accounting Standards
     ("SFAS") #109, "Accounting for Income Taxes", in 1998 and 1997, the
     company recognized deferred income tax benefits of $727,000 and $225,000,
     respectively, as the result of reductions in the valuation allowance
     related to the Company's deferred income tax assets and to accrual of
     costs related to discontinued operations in 1998.  In 1999, the Company
     recognized deferred income tax expenses of $53,000 related to continuing
     operations primarily due to the Earnings from Continuing Operations
     before Taxes.  The Company recognized deferred income tax benefits
     related to discontinued operations of $277,000 in 1999 as the result of
     the accruals of costs related to the discontinued operations.

Current income taxes in the year ended December 31, 1998, of
     $108,000 were presented net of credits arising from the utilization of
     available tax losses and loss carryforwards in accordance with SFAS #109.
     In 1999, 1998 and 1997, current income tax benefits (expenses) were state
     income tax benefits (expenses) of $(45,000), $(30,000) and $141,000,
     respectively.

At December 31, 1999, the Company had net operating loss
     carryforwards for federal income tax purposes of approximately $5,785,000
     and alternative minimum tax credit carryforwards of $60,000.  (Refer to
     Note 3 of the Notes to Consolidated Financial Statements.)

FINANCIAL CONDITION

The Company's Stockholders' Equity was $2,108,000 at December 31,
     1999, as compared to $2,145,000 at December 31, 1998.  The change in 1999
     in the Company's Stockholders' Equity was due primarily to a net gain on
     pension plans of $155,000 offset by the Net Loss of $194,000.  The
     Company had a deficiency in working capital at December 31, 1999, of
     $3,168,000 as compared to $2,208,000 at December 31, 1998.  The decrease
     in working capital was primarily due to the 1999 Net Loss and to
     classification of a greater portion of the deferred tax assets as
     long-term.

Finished goods inventories increased in 1999 from December 31, 1998,
     primarily due to increased aircraft inventory at Ronson Aviation.  The
     Ronson Aviation aircraft inventory increased by about $1,104,000
     primarily because three new aircraft were delivered to Ronson Aviation in
     December 1999 which represented the new aircraft delivery schedule for
     all of 1999.  The supplier of these aircraft had experienced difficulties
     in production, delaying the deliveries.  As a result of the higher
     aircraft inventory, the short-term debt related to these aircraft
     increased by $1,065,000 in 1999.  In the first quarter of 2000, two of
     the three aircraft with an inventory value of $1,212,000 were returned to
     the supplier at no cost to the Company.

Cash increased in 1998 from changes in inventories primarily due to
     reduced inventories at Ronson Consumer Products.  Cash increased in 1997
     from changes in inventories primarily due to sales by Ronson Aviation of
     aircraft transferred from fixed assets into inventories.

Cash increased from changes in accounts payable in 1999 and 1998
     primarily due to differences in timing of purchases and payments.

The Company's current liabilities of discontinued operations
     decreased by approximately $489,000 because the accrual of environmental
     costs at Prometcor in 1999 of about $713,000 was more than offset by cash
     expended by Prometcor related to current liabilities of discontinued
     operations of about $1,200,000 in 1999.  The Company's current
     liabilities of discontinued operations increased by approximately
     $727,000 in 1998 primarily as the result of the 1998 accrual of
     additional costs and expenses of $1,506,000 projected for compliance by
     Prometcor with the environmental requirements.  The Company's current
     liabilities of discontinued operations declined by $647,000 in 1997,
     primarily due to the expenditures incurred in the year related to
     Prometcor's environmental compliance.

Capital expenditures were lower at $652,000 in 1999 and $845,000 in
     1998 as compared to $2,138,000 in 1997 primarily because of the fourth
     quarter 1997 Ronson Aviation purchase of a Citation II jet for use in its
     charter operations.  The acquisition of the aircraft was financed by
     long-term debt from Summit Bank ("Summit").  (Refer to Note 5 of the
     Notes to Consolidated Financial Statements.)

Based on the amount of the loans outstanding and the levels of
     accounts receivable and inventory at December 31, 1999, Ronson Consumer
     Products had unused borrowings available at December 31, 1999, of about
     $364,000 under the Summit and Canadian Imperial Bank of Commerce lines of
     credit.  Based on the level of accounts receivable, Ronson Aviation had
     no unused borrowings under the Summit line of credit at December 31,
     1999.

In May 1999 the Company and its principal lender, Summit, reached
     agreement to amend the Revolving Loans, Mortgage Loan and Term Loan with
     RCPC and Ronson Aviation.  The amendments included a new Mortgage Loan to
     RCPC which provided additional funds of $554,000 to RCPC and extended the
     expiration of the RCPC Mortgage Loan to May 1, 2004.  The amendments also
     provided for extensions of the RCPC Revolving Loan, the Ronson Aviation
     Revolving Loan, and the Ronson Aviation Term Loan for two years to June
     30, 2002.  The amended RCPC Revolving Loan in May and November 1999 also
     provided an additional $300,000 in available borrowing, to be amortized
     from February 1, 2000 through June 30, 2001.  A substantial majority of
     the total of the $850,000 in additional funds was utilized to meet the
     cash requirements of the Prometcor environmental clearance.

In September 1998 the Company received a "de minimis" settlement
     offer ("Settlement Offer") from the United States Environmental
     Protection Agency ("USEPA") related to waste disposed of prior to 1980 at
     a landfill in Monterey Park, California, which the USEPA had designated
     as a Superfund Site ("Site").  In the fourth quarter of 1998, the Company
     offered to settle the matter for six equal payments totalling $90,000, to
     be paid semiannually over three years.  Although the USEPA's Settlement
     Offer includes various options at costs of from $307,000 to $376,000 and
     the Company has offered to settle the matter for $90,000, the Company's
     final contribution, if any, is not yet determinable.  The Company has
     accrued the amount of its offer and related expenses.

In February 1999 Ronson Aviation completed the installation of a new
     58,500 gallon fueling facility at a total cost of approximately $430,000
     and ceased use of most of its former underground storage tanks.  The
     primary underground storage tanks formerly used by Ronson Aviation were
     removed in the fourth quarter of 1999 as required by the NJDEP.  Related
     contaminated soil was removed and remediated.  The extent of groundwater contamination cannot be determined
     until testing, if required, has been undertaken.  Ronson Aviation believes that any
     costs related to future groundwater-related activities are the
     responsibility of the County of Mercer.  The Company intends to
     vigorously pursue its rights under the leasehold and under the statutory
     and regulatory requirements.  Since the amount of additional costs, if
     any, and their ultimate allocation cannot be estimated at this time, the
     effect on the Company's financial position or results of future
     operations cannot be determined at this time, but management believes
     that the effect will not be material.

At December 31, 1999, the Company did not have significant other
     capital commitments.  The Company has operating leases, the most
     significant of which relates to office space used by the Company and
     RCPC.  The Company's total commitments under capital and operating leases
     are presented in Note 6 of the Notes to Consolidated Financial
     Statements.

In the third quarter of 1999, the Company filed a lawsuit against
     several of its former general liability insurance carriers seeking
     recovery for environmental investigation and remediation costs incurred
     and anticipated at various locations, primarily Prometcor (refer to Item
     3 of Part I above).  According to statements by the Company's counsel
     (who have undertaken the matter on a legal fee contingency basis), the
     Company has a strong claim with a reasonable possibility of obtaining a
     sizable recovery.  There is, however, always a possibility that either
     new facts might arise or the current status of the law could change, and,
     thus, the expected recovery might not be realized.  Accordingly, no
     provisions for any expected recovery have been made in the Company's
     financial statements.

On March 6, 2000, the Company entered into an agreement with a
     greater than 5% shareholder in which the Company will receive about
     $569,000 for the issuance of 227,500 shares of newly issued restricted
     common stock at $2.50 per share or market, whichever was higher.  The
     proceeds will be used to reduce current liabilities and for other working
     capital needs.

The Company has continued to meet its obligations as they have
     matured and management believes that the Company will continue to meet
     its obligations through internally generated funds from future net
     earnings and depreciation, established external financial arrangements,
     potential additional sources of financing and existing cash balances.

YEAR 2000 ISSUES

The Company's systems were not adversely affected or disrupted due
     to the beginning of the year 2000.  The Company does not expect any
     date-related disruptions of its systems in the future.

FORWARD-LOOKING STATEMENTS

This Management's Discussion and Analysis of Operations and other
     sections of this report contain forward-looking statements that
     anticipate results based on management's plans that are subject to
     uncertainty.  The use of the words "expects", "plans", "anticipates" and
     other similar words in conjunction with discussions of future operations
     of financial performance identifies these statements.

Forward-looking statements are based on current expectations of
     future events.  The Company cannot ensure that any forward-looking
     statement will be accurate, although the Company believes that it has
     been reasonable in its expectations and assumptions.  Investors should
     realize that if underlying assumptions prove inaccurate or that unknown
     risks or uncertainties materialize, actual results could vary materially
     from our projections.  The Company assumes no obligation to update any
     forward-looking statements as a result of future events or developments.

Investors are cautioned not to place undue reliance on such
     statements that speak only as of the date made.  Investors also should
     understand that it is not possible to predict or identify all such
     factors and should not consider this to be a complete statement of all
     potential risks and uncertainties.

Item 7  -  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Financial statements required by this item are included in Item 13.

Item 8  -  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
                     ACCOUNTING AND FINANCIAL DISCLOSURE

There were no disagreements with accountants in the years ended
     December 31, 1999, 1998 and 1997.

PART III

Item 9  -  DIRECTORS AND EXECUTIVE OFFICERS OF THE COMPANY, COMPLIANCE
                     WITH SECTION 16(a) OF THE EXCHANGE ACT

(a) Identification of directors.

The following table indicates certain information about the
     Company's seven (7) directors:

`Positions and Offices
                                                        with Company
                                                     Presently Held (other
                                                     than that of Director);
                               Period                 Business Experience
                               Served   Term as      During Past Five Years
                                 as     Director     (with Company unless
 Name of Director     Age     Director  Expires      otherwise noted)
 ----------------     ---     --------  --------     -----------------------
 Louis V. Aronson II   77     1952-      2002        President & Chief
                              Present                Executive Officer; Chairman
                                                     of Executive Committee;
                                                     Member of Nominating
                                                     Committee.

 Robert A. Aronson     50     1993-      2001        Member of Audit Committee;
                              Present                Managing Member of
                                                     Independence Leather,
                                                     L.L.C., Mountainside, NJ,
                                                     the principal business of
                                                     which is the import of
                                                     leather products, May 1996
                                                     to present; Senior Vice
                                                     President/Chief Financial
                                                     Officer of Dreher, Inc.,
                                                     Newark, NJ, the principal
                                                     business of which was the
                                                     manufacture and import of
                                                     leather products, October
                                                     1987 to May 1996; son of
                                                     the President & Chief
                                                     Executive Officer of the
                                                     Company.

 Erwin M. Ganz         70     1976-      2001        Chairman of Audit
                              Present                Committee; Member of
                                                     Executive Committee and
                                                     Nominating Committee;
                                                     Consultant for the Company,
                                                     1994 to present; Executive
                                                     Vice President-Industrial
                                                     Operations, 1975 to 1993;
                                                     Chief Financial Officer,
                                                     1987 to 1993.

 I. Leo Motiuk         54     December   2002        Attorney; Former partner
                              1999 -                 in Shanley Fisher, P.C.,
                              Present                Attorneys at Law, Morris-
                                                     town, NJ.

 Gerard J. Quinnan     71     1996-      2000        Consultant for the Company,
                              Present                1990 to present; Vice
                                                     President-General Manager
                                                     of Ronson Consumer
                                                     Products Corporation,
                                                     1981 to 1990.

 Justin P. Walder      64     1972-      2001        Secretary; Assistant Cor-
                              Present                poration Counsel; Member of
                                                     Executive Committee and
                                                     Nominating Committee;
                                                     Principal in Walder, Sondak 
                                                     & Brogan, P.A., Attorneys
                                                     at Law, Roseland, NJ.

 Saul H. Weisman       74     1978-      2000        Member of Executive
                              Present                Committee and Audit
                                                     Committee; Retired
                                                     President, Jarett
                                                     Industries, Inc., Cedar
                                                     Knolls, NJ, the principal
                                                     business of which is the
                                                     sale of hydraulic and
                                                     pneumatic equipment to
                                                     industry, 1955 to 1997.`

No director also serves as a director of another company registered
     under the Securities Exchange Act of 1934.

(b) Identification of executive officers.

The following table sets forth certain information concerning the
     executive officers of the Company, each of whom is serving a one-year
     term of office, except Mr. Louis V. Aronson II, who is a party to an
     employment contract with the Company which expires on December 31, 2002:

`Positions and Offices
                                Period Served            with Company;
       Name            Age       as Officer           Family Relationships
--------------------   ---      -------------         --------------------
Louis V. Aronson II    77         1953-          President & Chief Executive
                                  Present        Officer; Chairman of
                                                 Executive Committee; Director.

Daryl K. Holcomb       49         1996-          Vice President;
                                  Present

                                  1993-          Chief Financial Officer;
                                  Present

                                  1988-          Controller and Treasurer; None.
                                  Present

Justin P. Walder       64         1989-          Secretary;
                                  Present

                                  1972-          Assistant Corporation Counsel;
                                  Present        Director; None.`

Messrs. L.V. Aronson and Holcomb have been employed by the Company
     in executive and/or professional capacities for at least the five-year
     period immediately preceding the date hereof.  Mr. Walder has been
     Assistant Corporation Counsel and a director of the Company and a
     principal in Walder, Sondak & Brogan, P.A., Attorneys at Law, for at
     least the five-year period immediately preceding the date hereof.

(c) Section 16(a) Beneficial Ownership Reporting Compliance

Under Securities and Exchange Commission ("SEC") rules, the Company
     is required to review copies of beneficial ownership reports filed with
     the Company which are required under Section 16(a) of the Exchange Act by
     officers, directors and greater than 10% beneficial owners.  Based solely
     on the Company's review of forms filed with the Company, the Company
     believes no information is required to be reported under this item.

Item 10  -  EXECUTIVE COMPENSATION

SUMMARY COMPENSATION TABLE

The Summary Compensation Table presents compensation information for
     the years ended December 31, 1999, 1998 and 1997, for the Chief Executive
     Officer and the other executive officers of the Company.

`SUMMARY COMPENSATION TABLE
                            --------------------------
                                                            Long-Term
                                                            Compensa-   All
                                      Annual Compensation      tion    Other
     Name and                         -------------------   --------- Compen-
     Principal                        Salary        Bonus    Options/  sation
     Position                 Year     ($)         ($)(1)    SARS (#)  ($)(2)
     ---------                ----    -------------------    -------- -------

 Louis V. Aronson II          1999   $529,408     $42,484    7,500    $12,950
     President and Chief      1998    494,773      51,535       --     11,204
     Executive Officer        1997    462,405      39,597       --     10,446

 Daryl K. Holcomb             1999    138,500      14,800    4,500      3,119
     Vice President and       1998    127,500      17,929       --      2,805
     Chief Financial          1997    119,062      12,724       --      2,701
     Officer, Controller
     and Treasurer

 Justin P. Walder             1999     77,708          --    2,000      1,554
     Secretary and            1998     74,583          --       --      1,492
     Assistant Corporation    1997     71,333          --       --      1,427
     Counsel


     Footnotes
     ---------
     (1) The compensation included in the bonus column is an incentive
         payment resulting from the attainment by the Company's operating
         subsidiaries of certain levels of net sales and profits before
         taxes.

     (2) In 1999 All Other Compensation included matching credits by the
         Company under its Employees' Savings Plan (Mr. L.V. Aronson, $3,200;
         Mr. Holcomb, $3,119; and Mr. Walder, $1,554); and the cost of term
         life insurance included in split-dollar life insurance policies
         (Mr. L.V. Aronson, $9,750).`

OPTION GRANTS IN LAST FISCAL YEAR

`Number of       Percent of
                      Securities     Total Options
                      Underlying      Granted to
                        Options      Employees in    Exercise   Expiration
         Name           Granted       Fiscal Year  Price ($/sh)    Date
         ----           -------       -----------  -----------     ----
   Louis V. Aronson II    7,500           31.5%     $ 2.68125     12/7/04
   Daryl K. Holcomb       4,500           18.9%       2.4375      12/7/04
   Justin P. Walder       2,000            8.4%       2.4375      12/7/04`

AGGREGATED OPTION EXERCISES AND YEAR END OPTION VALUES

The following table summarizes, for each of the named executive
     officers, options exercised during the year and the number of stock
     options unexercised at December 31, 1999.  "In-the-money" options are
     those where the fair market value of the underlying securities exceeds
     the exercise price of the options.

AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR ANDFISCAL YEAR END OPTION VALUES

`Value of
                                           Number of           In-the-Money
                 Number of             Unexercised Options       Options at
                  Shares                 at FY-End (2)          FY-End (3)
                 Acquired             -------------------  -------------------
                    on     Value (1)  Exercis- Unexercis-  Exercis- Unexercis-
      Name       Exercise  Realized     able      able       able      able
      ----       --------  --------   -------- ----------  -------- ----------

 L.V. Aronson II     --     $   --     22,500     7,500     $   --   $   --
 D.K. Holcomb        --         --     15,500     4,500      3,179       --
 J.P. Walder         --         --      5,000     2,000         --       --

     Footnotes
     ---------

     (1) The value realized equals the market value of the common stock
         acquired on the date of exercise minus the exercise price.

     (2) The options held by the named executive officers at December 31,
         1999, are exercisable at any time and expire on May 22, 2000, June
         26, 2001, and December 7, 2004, except that options granted in 1999
         are not exercisable until June 7, 2000.

     (3) The value of the unexercised options was determined by comparing the
         average of the bid and ask prices of the Company's common stock at
         December 31, 1999, to the option prices.  Options to purchase 5,500
         shares held by Mr. Holcomb were in-the-money at December 31, 1999.`

LONG-TERM INCENTIVE PLANS

None.

COMPENSATION OF DIRECTORS

Directors who are not officers of the Company receive an annual fee
     of $8,500 and, in addition, are compensated at the rate of $650 for each
     meeting of the Company's Board of Directors actually attended and $400
     for each meeting of a Committee of the Company's Board of Directors
     actually attended.  Officers receive no compensation for their services
     on the Board or on any Committee.      Mr. Ganz has a consulting agreement
     with the Company for the period ending December 31, 2000, which is
     cancellable at any time by either party with 180 days notice and,
     effective January 1, 1999, provides compensation at the annual rate of
     $83,000 for the years ending December 31, 1999 and 2000, plus
     participation in the Company's health and life insurance plans and the
     use of an automobile.  Mr. Quinnan has a consulting agreement with the
     Company for the period ending December 31, 2002, which is cancellable at
     any time by either party with 60 days notice.  The agreement provides
     that Mr. Quinnan perform consulting services for the Company, Ronson
     Consumer Products, and Prometcor at a specified daily rate.  In 1999,
     Mr. Quinnan was compensated $39,962 for his services and was provided the
     use of an automobile.

EMPLOYMENT CONTRACTS AND TERMINATION OF EMPLOYMENT AND
     CHANGE-IN-CONTROL ARRANGEMENTS

Mr. L.V. Aronson II is a party to an employment contract with the
     Company dated September 21, 1978, which, as amended on July 24, 1980,
     July 1, 1982, October 11, 1985, July 7, 1988, May 10, 1989, August 22,
     1991, May 22, 1995, June 11, 1997, and December 17, 1998, provides for a
     term expiring December 31, 2002.  The employment contract provides for
     the payment of a base salary which is to be increased 7% as of January 1
     of each year.  It also provides that the Company shall reimburse
     Mr. L.V. Aronson for expenses, provide him with an automobile, and pay a
     death benefit equal to two years' salary.  During 1990 Mr. L.V. Aronson
     offered and accepted a 5% reduction in his base salary provided for by
     the terms of his employment contract, and, in addition, a 7% salary
     increase due January 1, 1991, under the terms of the contract was waived.
     During 1992 also, Mr. L.V. Aronson offered and accepted a 7% reduction in
     his base salary.  Effective September 1, 1993, Mr. L.V. Aronson offered
     and accepted a further 5% reduction in his base salary.  Under the
     employment contract, Mr. L.V. Aronson's full compensation will continue
     in the event of Mr. L.V. Aronson's disability for the duration of the
     agreement or one full year, whichever is later.  The employment contract
     also provides that if, following a Change in Control (as defined in the
     employment contract), Mr. L.V. Aronson's employment with the Company
     terminated under prescribed circumstances as set forth in the employment
     contract, the Company will pay Mr. L.V. Aronson a lump sum equal to the
     base salary (including the required increases in base salary) for the
     remaining term of the employment contract.

Item 11  -  SECURITY OWNERSHIP OF
     CERTAIN BENEFICIAL OWNERS AND
                  
        MANAGEMENT

(a) Security ownership of certain beneficial owners.

Set forth below are the persons who, to the best of management's
     knowledge, own beneficially more than five percent of any class of the
     Company's voting securities, together with the number of shares so owned
     and the percentage which such number constitutes of the total number of
     shares of such class presently outstanding:

`Name and Address
         of Beneficial                Title of  Beneficially      Percent of
            Owner                      Class        Owned           Class
        ----------------              --------  ------------      ----------
        Louis V. Aronson II             Common   830,899 (1)(2)  25.5% (1)(2)
           Campus Drive
           P.O. Box 6707
           Somerset, New Jersey 08875

        Ronson Corporation Retirement
        Plan                            Common   171,300 (2)      5.3% (2)
           Campus Drive
           P.O. Box 6707
           Somerset, New Jersey 08875

        Carl W. Dinger III              Common   186,166 (3)      5.8% (3)
           7 Lake Trail West
           Morristown, New Jersey 07960

        Steel Partners II, L.P.         Common   316,199 (4)      9.8% (4)
           750 Lexington Avenue
           27th Floor
           New York, New York  10022

         Howard M. Lorber               Common   269,340 (5)      8.4% (5)
            70 East Sunrise Highway
            Valley Stream, New York  11581

     (1) Includes 30,000 shares of unissued common stock issuable to Mr.
         L.V. Aronson upon exercise of stock options held by Mr. L.V.
         Aronson under the Ronson Corporation 1996 Incentive Stock Option
         Plan.

     (2) The Ronson Corporation Retirement Plan ("Retirement Plan") is the
         beneficial owner of 171,300 common shares.  The shares held by the
         Retirement Plan are voted by the Retirement Plan's trustees,
         Messrs. L.V. Aronson, Ganz and Gedinsky.  If the shares held by the
         Retirement Plan were included in Mr. L.V. Aronson's beneficial
         ownership, Mr. L.V. Aronson's beneficial ownership would be
         1,002,199 shares, or 30.8% of the class.  If the shares held by the
         Retirement Plan were included in Mr. Ganz's beneficial ownership,
         Mr. Ganz's beneficial ownership would be 200,942 shares, or 6.2% of
         the class.  If the shares held by the Retirement Plan were included
         in Mr. Gedinsky's beneficial ownership, Mr. Gedinsky's beneficial
         ownership would be 171,300 shares or 5.3% of the class.  The
         Retirement Plan's holdings were reported in 1988 on Schedule 13G, as
         amended September 22, 1997.

     (3) 186,166 common shares owned directly.  This information was provided
         to the Company by Mr. Dinger.  Mr. Dinger has provided the Company's
         Board of Directors with an irrevocable proxy to vote these shares
         (refer to "Transactions with Management and Others" in Item 12
         below).

     (4) 316,199 common shares owned by Steel Partners II, L.P. Steel
         Partners, L.L.C., the general partner of Steel Partners II, L.P.,
         and Mr. Warren G. Lichtenstein, the sole executive officer and
         managing member of Steel Partners, L.L.C., are also beneficial
         owners of the shares.  This information was obtained from a Schedule
         13D filed with the SEC by Steel Partners II, L.P., and
         Mr. Lichtenstein.

     (5) 269,340 common shares owned directly by Mr. Lorber.  This
         information was provided to the Company by Mr. Lorber.`

(b) Security ownership of management

The following table shows the number of shares of common stock
     beneficially owned by each director, each named executive officer, and by
     all directors and officers as a group and the percentage of the total
     shares of common stock outstanding owned by each individual and by the
     group shown in the table.  Individuals have sole voting and investment
     power over the stock shown unless otherwise indicated in the footnotes:

`Name of Individual or    Amount and Nature of       Percent of
          Identity of Group     Beneficial Ownership(2)       Class
        ---------------------   -----------------------     ----------

        Louis V. Aronson II           830,899 (3)              25.5%

        Robert A. Aronson               6,995                   (1)

        Erwin M. Ganz                  29,642 (3)               (1)

        I. Leo Motiuk                     500                   (1)

        Gerard J. Quinnan               3,500                   (1)

        Justin P. Walder               50,003                   1.6%

        Saul H. Weisman                15,343                   (1)

        Daryl K. Holcomb               37,770                   1.2%

        All Directors and
        Officers as a group
        (nine (9) individuals
        including those named above)  979,352                  29.8%

     (1) Shares owned beneficially are less than 1% of total shares
         outstanding.

     (2) Shares listed as owned beneficially include 60,500 shares subject to
         option under the Ronson Corporation 1987 and 1996 Incentive Stock
         Option Plans as follows:

                                          Common Shares
                                           Under Option
                                          -------------

         Louis V. Aronson II                 30,000

         Justin P. Walder                     7,000

         Daryl K. Holcomb                    20,000

         All Directors and Officers
         as a group (nine (9)
         individuals including
         those named above)                  60,500

     (3) Does not include 171,300 shares of issued common stock owned by the
         Retirement Plan.  The shares held by the Retirement Plan are voted
         by the Plan's trustees, Messrs. L.V. Aronson, Ganz and Gedinsky.  If
         the shares held by the Retirement Plan were included in
         Mr. L.V. Aronson's beneficial ownership, Mr. L.V.  Aronson's
         beneficial ownership would be 1,002,199 shares, or 30.8% of the
         class.  If the shares held by the Retirement Plan were included in
         Mr. Ganz's beneficial ownership, Mr. Ganz's beneficial ownership
         would be 200,942 shares, or 6.2% of the class.`

(c) Changes in control.

The Company knows of no contractual arrangements which may operate
     at a subsequent date to result in a change in control of the Company.

Item 12  -   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

(a) Transactions with management and others.

During the year ended December 31, 1999, the Company and Ronson
     Consumer Products were provided printing services by Michael Graphics,
     Inc., a New Jersey corporation, amounting to $81,781.  A greater than 10%
     shareholder of Michael Graphics, Inc. is the son-in-law of the Company's
     President.

During the year ended December 31, 1999, the Company, Ronson
     Consumer Products, Ronson Aviation and Prometcor retained the firm of
     Walder, Sondak & Brogan, P.A., Attorneys at Law, to perform legal
     services in the amount of $63,959.  Justin P. Walder, a principal in that
     firm, is a director and officer of the Company.

During the year ended December 31, 1999, Prometcor retained the firm
     of Shanley & Fisher, P.C., Attorneys at Law, to perform legal services
     for environmental matters in the amount of $3,470.  I. Leo Motiuk, a
     director of the Company, was a principal in that firm in 1999.  Mr.
     Motiuk is no longer a member of the firm, and, since April 1999,
     Prometcor has no longer retained the firm's services.

In October 1998 the Company entered into a consulting agreement with
     Mr. Carl W. Dinger III, a 5% shareholder of the Company.  The agreement
     provides that Mr. Dinger will perform certain consulting services for the
     Company for a period of 18 months expiring on April 7, 2000, at a fee of
     $4,500 per month.  During the year ended December 31, 1999, Mr. Dinger
     was compensated $54,000 under the agreement.  On March 6, 2000, the
     Company and Mr. Dinger entered into a new consulting agreement to be
     effective upon the expiration date of the original agreement.  The new
     agreement provides that Mr. Dinger will continue to perform consulting
     services for the Company for a period of 48 months at a fee of $7,000 per
     month.

In October 1998 Mr. Dinger granted an option to the Company to
     purchase the 186,166 shares of the Company's common stock held by Mr.
     Dinger.  The option was for a period of 18 months expiring on April 7,
     2000, and the exercise price of the option was $5.25 per share.  The cost
     of the option was $5,500 per month for the period of the option or until
     exercised.  The Company incurred a cost of $66,000 during the year ended
     December 31, 1999.  As part of the option agreement, Mr. Dinger has
     granted the Board of Directors of the Company an irrevocable proxy to
     vote the optioned shares during the term of the option.  On March 6,
     2000, Mr. Dinger granted a new option to the Company, to purchase the
     186,166 shares of the Company's common stock held by Mr. Dinger and any
     additional shares Mr. Dinger may acquire.  The option is for a period of
     48 months.  The exercise price of the option is $5.25 per share for the
     first two years, and the option price in the second two year period is
     $7.50 per share.  The cost of the option is $4,000 per month for the
     period of the option or until exercised.  As part of the new option
     agreement, Mr. Dinger has granted the Board of Directors of the Company
     an irrevocable proxy to vote the optioned shares during the term of the
     option.  Also on March 6, 2000, Mr. Dinger notified the Company that he
     will purchase 227,500 shares of newly issued restricted common stock of
     the Company at the price of $2.50 per share or market (as determined
     March 6, 2000), whichever is higher.  The sale was completed in March
     2000.

(d) Transactions with promoters.

Not applicable.

PART IV

Item 13  -  EXHIBITS AND REPORTS ON FORM 8-K

(1) Listing of exhibits, as applicable.

(3) Articles of incorporation are incorporated herein by reference.
     The By-Laws of the Company were amended on March 5, 1997, to include a
     new Section 9 of Article I, Nomination for Board of Directors.  The
     amended By-Laws were filed as Exhibit 3 with the 1996 Form 10-K and are
     incorporated herein by reference.

Reference is made to Company's Form S-2 filed on September 18, 1987,
     and incorporated herein by reference.

Reference is made to Company's Form S-2 filed on April 8, 1988, and
     incorporated herein by reference.

(10) Material contracts.

On January 6, 1995, RCPC entered into an agreement with Summit for a
     Revolving Loan and a Term Loan.  On March 6, 1997, the Revolving Loan was
     amended and extended to June 30, 2000.  On May 13, 1999, the Revolving
     Loan was further amended to provide additional loan availability.  The
     1995 agreements were attached to the Company's 1994 Form 10-K as Exhibits
     10(a)-10(f).  The March 1997 amendments to the Revolving Loan were
     attached to the Company's 1996 Form 10-K as Exhibits 10(a)-10(c).  A July
     1997 amendment was attached to the Company's September 30, 1997, Form
     10-Q as Exhibit 10(g).  The May 1999 amendment was attached to the
     Company's June 30, 1999, Form 10-Q as Exhibits 10(a) and 10(f).

On December 1, 1995, the Company and RCPC entered into a mortgage
     loan agreement with Summit.  The agreement and note were attached to the
     Company's 1995 Form 10-K as Exhibits 10(a) and 10(b).  On May 13, 1999,
     the Company and RCPC refinanced the existing mortgage.  The new mortgage
     loan was attached to the Company's June 30, 1999, Form 10-Q as Exhibits
     10(b)-10(e).

On August 28, 1997, Ronson Aviation entered into an agreement with
     Summit for a Revolving Loan and a Term Loan.  On May 13, 1999, Ronson
     Aviation and Summit extended the Revolving Loan and Term Loan to June 30,
     2002.  The Revolving Loan and Term Loan agreements were attached to the
     Company's September 30, 1997, Form 10-Q as Exhibits 10(a)-10(f).  The May
     1999 amendment agreements were attached to the Company's June 30, 1999,
     Form 10-Q as Exhibits 10(g)-10(k).

For further information on Company's loan agreements, reference is
     made to Notes 4 and 5 of the Notes to Consolidated Financial Statements
     contained in the Company's financial statements for the year ended
     December 31, 1999, filed with this report pursuant to Item 7, which is
     incorporated herein by reference.

The Company is a party to an employment contract with Mr. Louis
     V. Aronson II dated December 21, 1978, as amended July 24, 1980, July 1,
     1982, October 11, 1985, July 7, 1988, May 10, 1989, August 22, 1991, May
     22, 1995, June 11, 1997, and December 17, 1998.  This contract is
     incorporated herein by reference as filed as Exhibit 10.16 to
     Registration Statement No. 33-13696 on Form S-2 dated September 18, 1987.
     The amendment dated December 17, 1998, was attached to the Company's 1998
     Form 10-K as Exhibit 10(a).

(20) Other documents or statements to security holders.

The Ronson Corporation Notice of Meeting of Stockholders held on
     December 7, 1999, and Proxy Statement was filed on November 4, 1999, and
     is incorporated herein by reference.

On November 15, 1996, the Company issued an offer to exchange up to
     1,423,912 aggregate shares of its common stock for all of the 837,595
     issued and outstanding shares of its 12% Cumulative Convertible Preferred
     Stock.  For each share of preferred stock exchanged, the Company offered
     to issue 1.7 shares of common stock.  The terms and conditions of the
     offer are more fully described in the Offering Circular and the
     accompanying Letter of Transmittal filed on November 15, 1996, which are
     incorporated herein by reference.  The Exchange Offer terminated
     September 30, 1997.

(21) Subsidiaries of the Company.

The Company is the owner of 100% of the voting power of the
     following subsidiaries, each of which is included in the consolidated
     financial statements of the Company:

`Wholly Owned Subsidiary              State or Other Jurisdiction
   and Business Name                of Incorporation or Organization
   -----------------                --------------------------------

   Domestic
   --------

   Ronson Consumer Products Corporation                 New Jersey
   Ronson Aviation, Inc.                                New Jersey
   Prometcor, Inc. (formerly known as                   New Jersey
        Ronson Metals Corporation)

   Foreign
   -------
   Ronson Corporation of Canada, Ltd.                     Canada`

The Company also holds 100% of the voting power of five additional
     subsidiaries which are included in its consolidated financial statements
     and which, if considered in the aggregate as a single subsidiary, would
     not constitute a significant subsidiary.

(23) Consent of experts and counsel attached hereto as Exhibit
     23(a).

(99) Additional exhibits.

(a)  Report of Inspectors of Election
for the Ronson Corporation Annual Meeting of            
        
 Stockholders on December 7, 1999.

(b) Reports on Form 8-K filed in the fourth quarter of 1999.

None.

`SIGNATURES

                  Pursuant to the requirements of Section 13 or 15(d) of
   the Securities Exchange Act of 1934, the Company has duly caused this
   Report to be signed on its behalf by the undersigned, thereunto duly
   authorized.



                            RONSON CORPORATION




  Dated:  March 29, 2000    By:     /s/Louis V. Aronson II
                                    ------------------------------------
                                    Louis V. Aronson II, President and
                                    Chief Executive Officer and Director



   Dated:  March 29, 2000   By:     /s/Daryl K. Holcomb
                                    --------------------------------------
                                    Daryl K. Holcomb, Vice President &
                                    Chief Financial Officer, Controller
                                    and Treasurer



   Dated:  March 29, 2000   By:     /s/Justin P. Walder
                                    --------------------------------------
                                    Justin P. Walder, Secretary and
                                    Director

   Dated:  March 29, 2000   By:     /s/Robert A. Aronson
                                    --------------------------------------
                                    Robert A. Aronson, Director




   Dated:  March 29, 2000   By:     /s/Erwin M. Ganz
                                    --------------------------------------
                                    Erwin M. Ganz, Director



   Dated:  March 29, 2000   By:     /s/I. Leo Motiuk
                                    --------------------------------------
                                    I. Leo Motiuk, Director



   Dated:  March 29, 2000   By:     /s/Gerard J. Quinnan
                                    --------------------------------------
                                    Gerard J. Quinnan, Director



   Dated:  March 29, 2000   By:     /s/Saul H. Weisman
                                    --------------------------------------
                                    Saul H. Weisman, Director`

ANNUAL REPORT ON FORM 10-KSB

ITEM 7

FINANCIAL STATEMENTS

YEAR ENDED DECEMBER 31, 1999

RONSON CORPORATION

SOMERSET, NEW JERSEY

RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES

LIST OF FINANCIAL STATEMENTS

The following
 consolidated financial statements of Ronson Corporation and its wholly
owned subsidiaries are included in Item 7:

| |  |  |  |  | Consolidated | Balance Sheets - December 31, 1999 and 1998
| |  |  |  |  | ------------ | -------------------------------------------

| |  |  |  |  | Consolidated | Statements of Operations - Years Ended
 December 31, 1999, 1998 and 1997
| |  |  |  |  | ------------ | ------------------------------------------------------------------------

| |  |  |  |  | Consolidated | Statements of Changes in Stockholders

    Equity -

    Years Ended December 31,
1999, 1998 and 1997
| |  |  |  |  | ------------ | ------------------------------------------------------------------------------------------------------

| |  |  |  |  | Consolidated | Statements of Cash Flows - Years Ended December 31, 1999, 1998 and 1997
| |  |  |  |  | ------------ | -----------------------------------------------------------------------

| |  |  |  | Notes | to Consolidated Financial Statements
| |  |  |  | ----- | ------------------------------------

INDEPENDENT AUDITORS' REPORT

The Board of Directors and Stockholders
   Ronson Corporation

We
have audited the accompanying consolidated balance sheets of Ronson Corporation
and subsidiaries as of December 31, 1999 and 1998, and the related consolidated
statements of operations, changes in stockholders equity and cash flows
for each of the years in the three-year period ended December 31, 1999. These
financial statements are the responsibility of the Companys management.
Our responsibility is to express an opinion on these financial statements based
on our audits.

We
conducted our audits in accordance with generally accepted auditing standards.
Those standards require that we plan and perform the audits to obtain reasonable
assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In
our opinion, the financial statements referred to above present fairly, in all
material respects, the consolidated financial position of Ronson Corporation and
subsidiaries as of December 31, 1999 and 1998, and the consolidated results of
their operations and cash flows for each of the years in the three-year period
ended December 31, 1999 in conformity with generally accepted accounting
principles.



DEMETRIUS & COMPANY, L.L.C.

Wayne, New Jersey
March 7, 2000

`RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
---------------------------
Dollars in thousands


                        ASSETS
                        ------                                     December 31,
                                                                   ------------
                                                                 1999        1998
                                                                 ----        ----
CURRENT ASSETS:
Cash and cash equivalents..................................  $     187   $     146
Accounts receivable, less allowances for doubtful accounts
  of: 1999, $57; 1998, $90.................................      2,003       1,777

Inventories:
  Finished goods...........................................      3,572       2,189
  Work in process..........................................         91          66
  Raw materials............................................        371         429
                                                             ---------   ---------
                                                                 4,034       2,684
Other current assets.......................................        786         765

Current assets of discontinued operations..................        562         682
                                                             ---------   ---------
      TOTAL CURRENT ASSETS.................................      7,572       6,054





PROPERTY, PLANT AND EQUIPMENT:
Land.......................................................         19          19
Buildings and improvements.................................      4,374       3,740
Machinery and equipment....................................      7,929       7,456
Construction in progress...................................         70         471
                                                             ---------   ---------
                                                                12,392      11,686

Less accumulated depreciation and amortization.............      6,446       5,879
                                                             ---------   ---------
                                                                 5,946       5,807



INTANGIBLE PENSION ASSETS..................................        193         256


OTHER ASSETS...............................................      1,058       1,202


OTHER ASSETS OF DISCONTINUED OPERATIONS....................      1,811       1,283


                                                             ---------   ---------
                                                             $  16,580   $  14,602
                                                             =========   =========
See notes to consolidated financial statements.`

`RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS
---------------------------
Dollars in thousands (except share data)


        LIABILITIES AND STOCKHOLDERS' EQUITY
        ------------------------------------                       December 31,
                                                                   ------------
                                                                 1999        1998
                                                                 ----        ----
CURRENT LIABILITIES:
Short-term debt............................................. $   3,910   $   2,209
Current portion of long-term debt...........................       820         392
Current portion of lease obligations........................        96          97
Accounts payable............................................     2,724       1,941
Accrued expenses............................................     1,846       1,790
Current liabilities of discontinued operations..............     1,344       1,833
                                                             ---------   ---------
     TOTAL CURRENT LIABILITIES..............................    10,740       8,262

LONG-TERM DEBT..............................................     3,425       3,649

LONG-TERM LEASE OBLIGATIONS.................................        68         112

PENSION OBLIGATIONS.........................................        31         239

OTHER LONG-TERM LIABILITIES.................................        35          34

LONG-TERM LIABILITIES OF DISCONTINUED OPERATIONS............       173         161

COMMITMENTS AND CONTINGENCIES


STOCKHOLDERS' EQUITY:
Preferred stock, no par value, authorized 5,000,000 shares:
  12% cumulative convertible, $0.01 stated value; outstanding
  1999, 35,918 and 1998, 36,518.............................        --          --

Common stock par value $1
                                       1999        1998
                                       ----        ----
  Authorized shares............... 11,848,106  11,848,106
  Reserved shares.................    145,368     125,218
  Issued (including treasury).....  3,260,107   3,259,507        3,260       3,260

Additional paid-in capital..................................    28,941      29,007
Accumulated deficit.........................................   (27,636)    (27,442)
Accumulated other comprehensive loss........................      (863)     (1,086)
                                                             ---------   ---------
                                                                 3,702       3,739
Less cost of treasury shares:
  1999, 62,378 and 1998, 62,365.............................     1,594       1,594
                                                             ---------   ---------
  TOTAL STOCKHOLDERS' EQUITY................................     2,108       2,145
                                                             ---------   ---------
                                                             $  16,580   $  14,602
                                                             =========   =========
See notes to consolidated financial statements.`

`RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS
-------------------------------------
Dollars in thousands (except per share data)
                                                        Year Ended December 31,
                                                        -----------------------
                                                      1999        1998        1997
                                                      ----        ----        ----
NET SALES......................................... $ 24,696    $ 23,173    $ 23,170
                                                   --------    --------    --------
Cost and expenses:
  Cost of sales...................................   15,230      13,865      14,504
  Selling, shipping and advertising...............    3,895       3,586       3,613
  General and administrative......................    3,791       3,840       3,384
  Depreciation and amortization...................      582         532         490
                                                   --------    --------    --------
                                                     23,498      21,823      21,991
                                                   --------    --------    --------
EARNINGS FROM CONTINUING OPERATIONS BEFORE
  INTEREST AND OTHER ITEMS........................    1,198       1,350       1,179
                                                   --------    --------    --------
Other expense:
  Interest expense................................      664         645         523
  Other-net.......................................      144         185         107
                                                   --------    --------    --------
                                                        808         830         630
                                                   --------    --------    --------
EARNINGS FROM CONTINUING OPERATIONS
  BEFORE INCOME TAXES.............................      390         520         549

Income tax benefits (provisions)-net..............      (98)        140         234
                                                   --------    --------    --------
EARNINGS FROM CONTINUING OPERATIONS...............      292         660         783

Loss from discontinued operations (net of tax
  benefits of: 1999, $277; 1998, $557; 1997, $132)     (486)       (949)        --
                                                   --------   ---------    ---------

NET EARNINGS (LOSS)............................... $   (194)  $    (289)   $    783
                                                   ========   =========    =========

EARNINGS (LOSS) PER COMMON SHARE:

Basic:
  Earnings from continuing operations............. $   0.09   $    0.20   $    0.26
  Loss from discontinued operations...............    (0.15)      (0.30)         --
                                                   --------   ---------   ----------
  Net earnings (loss)............................. $  (0.06)  $   (0.10)  $    0.26
                                                   ========   =========   ==========
Diluted:
  Earnings from continuing operations............. $   0.09   $    0.20   $    0.25
  Loss from discontinued operations...............    (0.15)      (0.30)         --
                                                   --------   ---------   ----------
  Net earnings (loss)............................. $  (0.06)  $   (0.10)  $    0.25
                                                   ========   =========   ==========

See notes to consolidated financial statements.`

`RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
----------------------------------------------------------
For the Years Ended December 31, 1999, 1998 and 1997
Dollars in thousands


                               12% Cumulative                    Additional
                               Convertible                         Paid-in         Accumulated   Comprehensive
                               Preferred Stock   Common Stock      Capital          Deficit       Income (Loss)
                               ---------------   ------------    --------------     ----------    -------------
Balance at December 31, 1996   $          8      $     1,864     $  30,345          $ (27,936)
                               ---------------   ------------    --------------     ----------    -------------
Net earnings - 1997                                                                       783     $        783
                                                                                                  -------------
Translation adjustment                                                                                     (25)
Pensions                                                                                                  (104)
                                                                                                  -------------
Other comprehensive loss                                                                                  (129)

Comprehensive income                                                                              $        654
                                                                                                  =============
Exchange offer                           (8)           1,362           (1,354)
                               ---------------   ------------    --------------     ----------    -------------
Balance at December 31, 1997             --            3,226           28,991         (27,153)
                               ---------------   ------------    --------------     ----------    -------------
Net loss - 1998                                                                          (289)    $       (289)
                                                                                                  -------------

Translation adjustment                                                                                    ( 35)
Pensions                                                                                                   555
                                                                                                  -------------
Other comprehensive income                                                                                 520
                                                                                                  -------------
Comprehensive income                                                                              $        231
                                                                                                  =============
Shares issued for:
  Stock options exercised                                 14                3
  Other                                                   20               30
Stock option purchased                                                    (17)
                               ---------------   ------------    --------------     -----------   -------------

Balance at December 31, 1998             --            3,260        29,007            (27,442)
                               ---------------   ------------    --------------     -----------   -------------
Net loss - 1999                                                                          (194)    $       (194)

Translation adjustment                                                                                      15
Pensions                                                                                                   208
                                                                                                  -------------
Other comprehensive income                                                                                 223

Comprehensive income                                                                                        29
                                                                                                  =============
Stock option purchased                                                   (66)
                               ---------------   ------------    --------------     -----------   -------------
Balance at December 31, 1999   $         --      $     3,260     $    28,941       $  (27,636)
                               ===============   ============    ==============     ===========   =============



RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY (CONT'D.)
--------------------------------------------------------------------
For the Years Ended December 31, 1999, 1998 and 1997
Dollars in thousands

                                Accumulated
                                  Other
                               Comprehensive     Treasury Stock
                                   Loss             (at cost)         Total
                               -------------     --------------  --------------

Balance at December 31, 1996   $     (1,477)     $     (1,594)   $     1,210
                               -------------     -------------   --------------
Net earnings - 1997                                                      783

Translation adjustment
Pensions

Other comprehensive loss               (129)                            (129)

Comprehensive income

Exchange offer                                                            --
                              -------------       -------------  --------------
Balance at December 31, 1997         (1,606)           (1,594)         1,864
                              -------------       -------------  --------------
Net loss - 1998                                                         (289)

Translation adjustment
Pensions

Other comprehensive income              520                              520

Comprehensive income

Shares issued for:
  Stock options exercised                                                 17
  Other                                                                   50
Stock option purchased                                                   (17)
                              -------------       ------------   --------------
Balance at December 31, 1998         (1,086)           (1,594)         2,145
                              -------------       ------------   --------------
Net loss - 1999                                                         (194)

Translation adjustment
Pensions

Other comprehensive income              223                              223

Comprehensive income

Stock option purchased                                                   (66)
                              -------------       ------------   --------------
Balance at December 31, 1999  $        (863)      $    (1,594)   $     2,108                                                                                                     = =                        = =
                              =============       ============   ==============


                                              SHARE ACTIVITY
                              -------------------------------------------------
                              12% Cumulative
                                Convertible
                              Preferred Stock     Common Stock   Treasury Stock
                              ---------------     ------------   --------------
Balance at December 31, 1996        837,595         1,863,939           62,105
Exchange Offer                     (800,844)        1,361,435
Conversion                             (233)              233
Treasury Shares                                                            227
                              ---------------     ------------   --------------
Balance at December 31, 1997         36,518         3,225,607           62,332
Shares issued for:
  Stock options exercised                              13,900
  Other                                                20,000
Treasury Shares                                                             33
                              ---------------     ------------   --------------
Balance at December 31, 1998         36,518         3,259,507           62,365
Conversion                             (600)              600
Treasury Shares                                                             13
                              ---------------     ------------   --------------
Balance at December 31, 1999         35,918         3,260,107           62,378
                              ===============     ============   ==============`

`RONSON CORPORATION AND ITS WHOLLY OWNED SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS
-------------------------------------
Dollars in thousands                                      Year Ended December 31,
                                                         ------------------------
                                                         1999      1998     1997
                                                         ----      ----     ----
Cash Flows from Operating Activities:
Net earnings (loss).................................. $  (194)  $  (289)  $   783
Adjustments to reconcile net earnings (loss) to net
   cash provided by (used in) operating activities:
   Depreciation and amortization.....................     582       532       490
   Deferred income tax benefits......................    (224)     (727)     (225)
   Increase (decrease) in cash from changes in:
      Accounts receivable............................    (226)       88      (248)
      Inventories....................................  (1,350)      426       737
      Other current assets...........................      80       (93)      (73)
      Accounts payable...............................     783       417       (46)
      Accrued expenses...............................      66        21       (72)
   Net change in pension-related accounts............     (95)      209       (56)
   Other.............................................     (24)      (54)       57
   Discontinued operations...........................    (435)      864      (791)
                                                      -------   -------   -------
      Net cash provided by (used in)
         financing activities........................  (1,037)    1,394       556
                                                      -------   -------   -------
Cash Flows from Investing Activities:
      Net cash used in investing activities,
         capital expenditures........................    (652)     (845)   (2,138)
                                                      -------   -------   -------

Cash Flows from Financing Activities:
Proceeds from long-term debt.........................     629       489     2,085
Proceeds from short-term debt........................   2,595     1,085     1,431
Proceeds from exercise of stock options..............      --        17        --
Proceeds from issuance of common stock...............      --        50        --
Payments of long-term debt...........................    (425)     (377)     (970)
Payments of long-term lease obligations..............    (109)      (93)     (110)
Payments of short-term debt..........................    (894)   (1,589)     (938)
Other................................................     (66)      (17)       --
                                                      -------   -------   -------
      Net cash provided by (used in)
         financing activities........................   1,730      (435)    1,498
                                                      -------   -------   -------
Net increase (decrease) in cash......................      41       114       (84)

Cash at beginning of year............................     146        32       116
                                                      -------   -------   -------

Cash at end of year.................................. $   187   $   146   $    32
                                                      =======   =======   =======

   See notes to consolidated financial statements.`

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

Principles of Consolidation - The consolidated financial statements
     include the accounts of Ronson Corporation (the "Company") and its
     subsidiaries, all of which are wholly owned.  Its principal subsidiaries
     are Ronson Consumer Products Corporation ("RCPC"), Woodbridge, New
     Jersey; Ronson Corporation of Canada, Ltd. ("Ronson-Canada"),
     Mississauga, Ontario, Canada (these together are "Ronson Consumer
     Products"); Ronson Aviation, Inc. ("Ronson Aviation"), Trenton, New
     Jersey; and Prometcor, Inc., ("Prometcor"), formerly known as Ronson
     Metals Corporation, Newark, New Jersey.  All significant intercompany
     accounts and transactions have been eliminated in consolidation.

Estimates - The preparation of financial statements in conformity
     with generally accepted accounting principles requires management to make
     estimates and assumptions that affect the reported amounts of assets and
     liabilities and disclosure of contingent liabilities at the date of the
     financial statements and the reported amounts of revenues and expenses
     during the period.  Actual results could differ from those estimates.

Property and Depreciation - Property, plant and equipment are
     carried at cost and are depreciated over their estimated useful lives
     using the straight-line method.  Capitalized leases are amortized over
     their estimated useful lives using the straight-line method.  Leasehold
     improvements are amortized over their estimated useful lives or the
     remaining lease terms, whichever is shorter.  Aircraft and other related
     costs utilized by Ronson Aviation in its charter operations and held for
     more than one year are classified as property, plant and equipment.  The
     term notes payable secured by these aircraft are also classified as
     long-term debt.

Inventories - Inventories, other than aircraft, are valued at the
     lower of average cost or market.  Aircraft inventory is carried at the
     lower of cost, specific identification, or market.

Foreign Currency Translation - All balance sheet accounts of the
     Company's foreign subsidiary, Ronson-Canada, are translated at the
     current exchange rate as of the end of the year.  All income statement
     accounts are translated at average currency exchange rates.
     Stockholders' Equity accounts are translated at historical exchange
     rates.  The resulting translation adjustment is recorded as part of
     Accumulated Other Comprehensive Loss in Stockholders' Equity.
     Transaction gains and losses are not significant in the periods
     presented.

Fair Value of Financial Instruments - The Company has adopted
     Statement of Financial Accounting Standards ("SFAS") #107 "Disclosures
     about Fair Value of Financial Instruments" which requires all entities to
     disclose the fair value of financial instruments for which it is
     practicable to estimate fair value.

The Company's financial instruments include cash, accounts
     receivable, accounts payable, accrued expenses and other current
     liabilities and long-term debt.  The book values of cash, accounts
     receivable, accounts payable and accrued expenses and other current
     liabilities are representative of their fair values due to the short-term
     maturity of these instruments.  The book value of the Company's long-term
     debt is considered to approximate its fair value, based on current market
     rates and conditions.

Research and Development Costs - Costs of research and new product
     development are charged to operations as incurred and amounted to
     approximately $232,000, $164,000 and $141,000 for the years ended
     December 31, 1999, 1998 and 1997, respectively.

Advertising Costs - Costs of advertising are expensed as incurred
     and amounted to approximately $476,000, $295,000 and $446,000 for the
     years ended December 31, 1999, 1998 and 1997, respectively.

Income Taxes - In accordance with SFAS #109, "Accounting for Income
     Taxes", in 1999, 1998 and 1997, the Company recorded net deferred income
     tax assets of $224,000, $727,000 and $225,000, respectively.

Per Common Share Data - The calculation and reconciliation of Basic
     and Diluted Earnings (Loss) per Common Share were as follows (in
     thousands except per share data):

`Year Ended December 31, 1999
                                              Earnings           Per Share
                                               (Loss)    Shares   Amount
                                              --------   ------  ---------

   Earnings from continuing
     operations.........................      $    292
   Less accrued dividends on
     preferred stock....................            (8)
                                              --------
   Continuing operations................           284    3,198    $ 0.09
   Loss from discontinued operations....          (486)   3,198     (0.15)
                                              --------             ------
     BASIC                                    $   (202)   3,198    $(0.06)
                                              ========    =====    ======
   Effect of dilutive securities (1):
     Stock options......................                     --
     Cumulative convertible
      preferred stock...................            --       --
                                              --------    -----
   Continuing operations................           284    3,198    $ 0.09
   Loss from discontinued operations....          (486)   3,198     (0.15)
                                              --------             ------
     DILUTED                                  $   (202)   3,198    $(0.06)
                                              ========    =====    ======

                                              Year Ended December 31, 1998
                                              Earnings           Per Share
                                               (Loss)    Shares   Amount
                                              --------   ------  ---------

   Earnings from continuing
     operations.........................      $    660
   Less accrued dividends on
     preferred stock....................            (8)
                                              --------
   Continuing operations................           652    3,183    $ 0.20
   Loss from discontinued operations....          (949)   3,183     (0.30)
                                              --------              -----
     BASIC                                    $   (297)   3,183    $(0.10)
                                              ========    =====    ======

   Effect of dilutive securities (1)
     Stock options......................                     --
     Cumulative convertible
      preferred stock...................            --       --
                                              --------    -----
   Continuing operations................           652    3,183    $ 0.20
   Loss from discontinued operations....          (949)   3,183     (0.30)
                                              --------             ------
     DILUTED                                  $   (297)   3,183    $(0.10)
                                              ========    =====    ======

                                              Year Ended December 31, 1997
                                                                 Per Share
                                              Earnings   Shares   Amount
                                              --------   ------  ---------

   Earnings from continuing
     operations.........................      $    783
   Less accrued dividends on
     preferred stock....................            (8)
                                              --------
   Continuing Operations................           775    2,958    $ 0.26
   Loss from discontinued operations....            --    2,958        --
                                              --------             ------
     BASIC                                         775    2,958    $ 0.26
                                              ========    =====    ======
   Effect of dilutive securities:
     Stock options......................                     11
     Cumulative convertible
      preferred stock...................             8      161
                                              --------    -----
   Continuing Operations................           783    3,130    $ 0.25
   Loss from discontinued operations....            --    3,130        --
                                              --------             ------
     DILUTED                                  $    783    3,130    $ 0.25
                                              ========    =====    ======

     (1) The assumed conversion of preferred shares to common shares and the
          stock options were anti-dilutive for the years ended December 31,
          1999 and 1998, and, therefore, were excluded from the calculation
          and reconciliation of Diluted Earnings (Loss) per Common Share for
          those periods.`

Stock Options - The Company has elected to follow Accounting
     Principles Board Opinion #25, "Accounting for Stock Issued to Employees"
     (APB #25), and related Interpretations in accounting for its employee
     stock options because, as discussed below, the alternative fair value
     accounting provided for under SFAS #123, "Accounting for Stock-Based
     Compensation", requires use of option valuation models that were not
     developed for use in valuing employee stock options.  Under APB #25,
     because the exercise price of the Company's employee stock options equals
     or exceeds the market price of the underlying stock on the date of grant,
     no compensation expense is recognized.

On November 15, 1996, the Company issued an offer to exchange 1.7
     shares of its common stock for each share of preferred stock outstanding.
     After the expiration of the offer on September 30, 1997, the Company had
     accepted a total of 800,844 shares of preferred stock and had issued a
     total of 1,361,435 shares of common stock in exchange under the Company's
     Exchange Offer.  At December 31, 1999, the Company had outstanding 35,918
     shares of preferred stock and 3,197,729 shares of common stock.

Note 2.     DISCONTINUED OPERATIONS:

The Loss from Discontinued Operations included the costs recorded by
     the Company related to the discontinuance of Prometcor as follows (in
     thousands):

`Year Ended December 31,
                                             1999        1998      1997
                                             ----        ----      ----

        Discontinuance costs accrued....... $  763      $1,506    $   --
        Deferred income tax benefit........   (277)       (557)       --
                                            ------      ------    ------
        Loss from Discontinued Operations.. $  486      $  949    $   --
                                            ======      ======    ======`

In December 1989 the Company adopted a plan to discontinue the
     operations of its wholly owned subsidiary, Ronson Metals Corporation,
     subsequently renamed Prometcor.  Upon the cessation of operations,
     Prometcor began its compliance with the environmental requirements of the
     New Jersey Industrial Site Recovery Act ("ISRA") administered by the New
     Jersey Department of Environmental Protection ("NJDEP") and other
     applicable State laws with the objective of selling the land and existing
     buildings previously used in the discontinued operations.  The
     discontinuance of operations also required the termination of a United
     States Nuclear Regulatory Commission ("NRC") license for the storage and
     use on site of a radioactive element to be used in a new product, the
     sales of which were minimal.

The total costs and expenses related to the termination of
     Prometcor's business operations in 1990, less the expected gain from the
     eventual sale of Prometcor's assets, have been estimated, based on the
     latest available information, to be about $6,530,000.  These estimated
     costs and expenses consist of:  Prometcor's expenses for the completion
     of compliance with the NJDEP and NRC environmental regulations; the
     termination of Prometcor's business operations; environmental consulting
     costs, legal and other professional fees; and costs for the maintenance
     of the Prometcor property, including insurance and taxes.  These costs
     and expenses, net of deferred income tax benefits, have been charged
     against the Company's Loss from Discontinued Operations and Net Earnings
     (Loss) between the beginning of 1990 and year end 1999.  The liability
     for these estimated costs and expenses as recorded in the financial
     statements at December 31, 1999, was based on the lower limit of the
     range of costs as projected by the Company.  The estimated upper limit of
     the range of costs is approximately $800,000 above the lower limit.

The full extent of the costs and time required for completion is not
     determinable until the remediation and confirmation testing of the
     properties have been completed and accepted by the NJDEP and NRC.

Prometcor is being accounted for as a discontinued operation, and,
     accordingly, its operating results are reported in this manner in all
     years presented in the accompanying Consolidated Statements of Operations
     and other related operating statement data.

The assets and liabilities of Prometcor are reflected in the
     Consolidated Balance Sheets under assets and liabilities of discontinued
     operations.  At December 31, 1999, Other Assets of Discontinued
     Operations consisted primarily of land and buildings and net deferred
     income tax assets of Prometcor.  The Current Liabilities of Discontinued
     Operations at December 31, 1999, consisted principally of $1,330,000 of
     accrued costs related to the environmental compliance of Prometcor and
     accrued costs related to discontinuance of Prometcor.

Note 3.     INCOME TAXES:

At December 31, 1999, the Company had, for federal income tax
     purposes, net operating loss carryforwards of approximately $5,800,000,
     expiring as follows:  $850,000 in 2000 to 2001; $1,750,000 in 2005 to
     2007; $1,950,000 in 2010 to 2012; and $1,250,000 in 2019.  The Company
     also had available alternative minimum tax credit carryforwards of
     approximately $60,000.

The income tax benefits (expenses) consisted of the following (in
     thousands):

`Year Ended December 31,
                                                    1999     1998    1997
                                                    ----     ----    ----
   Current:
     State. . . . . . . . . . . . . . . . . . . .  $ (45)   $ (30)  $ 141
                                                   -----    -----   -----
   Deferred:
     Federal. . . . . . . . . . . . . . . . . . .    181      498     170
     State. . . . . . . . . . . . . . . . . . . .     43      229      55
                                                   -----    -----   -----
                                                     224      727     225
                                                   -----    -----   -----
                                                     179      697     366
   Allocated to discontinued operations . . . . .    277      557     132
                                                   -----    -----   -----
     Income tax benefits (expenses)-net . . . . .  $ (98)   $ 140   $ 234
                                                   =====    =====   =====`

Current income taxes in the year ended December 31, 1998, of
     $108,000 were presented net of credits arising from the utilization of
     available tax losses and loss carryforwards in accordance with SFAS #109.

The reconciliation of estimated income taxes attributed to
     continuing operations at the United States statutory tax rate to reported
     income tax benefits (expenses) is as follows (in thousands):

`Year Ended December 31,
                                                    1999     1998    1997
                                                    ----     ----    ----

   Tax expense amount computed using
     statutory rate. . . . . . . . . . . . . . . . $(132)   $(177)  $(187)
   State taxes, net of federal benefit . . . . . .   (30)     (20)    (93)
   Operations outside the US . . . . . . . . . . .   (23)      27       2
   Recognition of deferred income tax assets:
     Federal . . . . . . . . . . . . . . . . . . .   181      498     170
     State . . . . . . . . . . . . . . . . . . . .    43      229      55
   Discontinued operations and other . . . . . . .  (137)    (417)    287
                                                   -----    -----   -----
     Income tax benefits (expenses)-net. . . . . . $ (98)   $ 140   $ 234
                                                   =====    =====   =====`

The tax effects of temporary differences that give rise to
     significant portions of the deferred income tax assets and deferred
     income tax liabilities are presented below (in thousands):

`December 31,
                                                                1999    1998
                                                                ----    ----
   Deferred income tax assets:
      Inventories, principally due to additional costs
        inventoried for tax purposes pursuant to the Tax
        Reform Act of 1986 and valuation reserves for
        financial reporting purposes. . . . . . . . . . . . . $  118  $  108
      Compensated absences, principally due to accrual for
        financial reporting purposes. . . . . . . . . . . . .    129     131
      Compensation, principally due to accrual
        for financial reporting purposes. . . . . . . . . . .    103     118
      Accrual of projected environmental costs, principally
        related to Prometcor's compliance with NJDEP and NRC
        requirements. . . . . . . . . . . . . . . . . . . . .    409     878
      Net operating loss carryforwards. . . . . . . . . . . .  2,666   3,067
      Alternative minimum tax and investment tax credit
        carryforwards . . . . . . . . . . . . . . . . . . . .     72     104
      Other . . . . . . . . . . . . . . . . . . . . . . . . .     79     132
                                                              ------  ------
        Total gross deferred income tax assets. . . . . . . .  3,576   4,538
        Less valuation allowance. . . . . . . . . . . . . . .    324   1,400
                                                              ------  ------
        Net deferred income tax assets. . . . . . . . . . . .  3,252   3,138
                                                              ------  ------

    Deferred income tax liabilities:
      Pension expense, due to contributions in excess of
        net accruals. . . . . . . . . . . . . . . . . . . . .    504     502
      Other . . . . . . . . . . . . . . . . . . . . . . . . .    142     254
                                                              ------  ------
        Total gross deferred income tax liabilities . . . . .    646     756
                                                              ------  ------
        Net deferred income taxes . . . . . . . . . . . . . . $2,606  $2,382
                                                              ======  ======`

A valuation allowance is provided when it is more likely than not
     that some portion or all of the deferred income tax assets will not be
     realized.  A valuation allowance has been established based on the
     likelihood that a portion of the deferred income tax assets will not be
     realized.  Realization is dependent on generating sufficient taxable
     income prior to expiration of the loss carryforwards.  Management has
     assessed the Company's recent operating earnings history and expected
     future earnings.  Based on these past and future earnings, on the
     expected completion of compliance by Prometcor with environmental
     regulations and on tax planning strategies, although realization is not
     assured, management believes it is more likely than not that $3,252,000
     of the deferred income tax assets will be realized.  The ultimate
     realization of the deferred income tax assets will require aggregate
     taxable income of approximately $5,700,000 in the years prior to the
     expiration of the net operating loss carryforwards in 2019.  The amount
     of the deferred income tax assets considered realizable, however, could
     be reduced in the near term if estimates of future taxable income during
     the carryforward periods are reduced.  A portion of the deferred income
     tax asset is the result of a tax planning strategy for state income tax
     purposes of merging certain of the Company's subsidiaries resulting in
     realization of net operating loss carryforwards.  The valuation allowance
     was reduced from $1,400,000 at December 31, 1998, to $324,000 at December
     31, 1999, and from $3,059,000 at December 31, 1997, to $1,400,000 at
     December 31, 1998.

The net deferred income tax assets are classified in the
     Consolidated Balance Sheets as follows (in thousands):

`December 31,
                                                                 1999    1998
                                                                 ----    ----
      Current:
        Other current assets. . . . . . . . . . . . . . . . .  $  428  $  332
        Current assets of discontinued operations . . . . . .     321     405
                                                               ------  ------
          Total current . . . . . . . . . . . . . . . . . . .     749     737
                                                               ------  ------

      Long Term:
        Other assets. . . . . . . . . . . . . . . . . . . . .     353     675
        Other assets of discontinued operations . . . . . . .   1,504     970
                                                               ------  ------
          Total long term . . . . . . . . . . . . . . . . . .   1,857   1,645
                                                               ------  ------

      Total net deferred income tax assets. . . . . . . . . .  $2,606  $2,382
                                                               ======  ======`

Note 4.     SHORT-TERM DEBT:

`Composition (in thousands):                          December 31,
                                                            1999      1998
                                                            ----      ----

        Revolving loans (a). . . . . . . . . . . . . . . $ 2,056   $ 1,420
        Notes payable, commercial finance company (b). .   1,575       789
        Note payable, bank (c) . . . . . . . . . . . . .     279        --
                                                         -------   -------
        Total short-term debt. . . . . . . . . . . . . . $ 3,910   $ 2,209
                                                         =======   =======`

(a) In 1995 RCPC entered into an agreement with Summit Bank
     ("Summit") for a Revolving Loan.  On May 13, 1999, RCPC and Summit
     extended RCPC's Revolving Loan to June 30, 2002.  The extended agreement
     also amended certain other terms of the Revolving Loan agreement.  The
     Revolving Loan of $1,726,000 at December 31, 1999, provides a line of
     credit up to $2,500,000 to RCPC based on accounts receivable and
     inventory.  The balance available under the Revolving Loan is determined
     by the level of receivables and inventory.  The Revolving Loan currently
     bears interest at the rate of 1.5% above Summit's prime rate (8.5% at
     December 31, 1999).  The Revolving Loan is payable on demand under an
     agreement which expires June 30, 2002.  The Revolving Loan is secured by
     the accounts receivable, inventory and machinery and equipment of RCPC; a
     second mortgage on the land, buildings and improvements of RCPC; and the
     guarantee of the Company.  At December 31, 1999, RCPC also had
     outstanding Letters of Credit of approximately $78,000.  The Summit
     agreement also has restrictive covenants which, among other things, limit
     the transfer of assets between the Company and its subsidiaries.

In July 1997 RCPC and Summit amended the Revolving Loan agreement to
     provide $400,000 in additional loan availability.  The $400,000
     additional loan availability was reduced in monthly amounts of $20,833 to
     June 1999 when it was fully amortized.  With the extension of the
     Revolving Loan and the Mortgage Loan agreement refinancing on May 13,
     1999 (refer to Note 5 below), and as subsequently amended November 15,
     1999, Summit is providing additional loan availability of $300,000 to be
     amortized from February 1, 2000, through June 30, 2001, at the rate of
     approximately $17,000 per month.  The outstanding amount under the
     agreement for the additional available loan of $300,000 as of December
     31, 1999, is included in the balance of the Revolving Loan in the
     paragraph above.

In 1995 Ronson-Canada entered into an agreement with Canadian
     Imperial Bank of Commerce ("CIBC") for a line of credit of C$250,000.  In
     1999 Ronson-Canada and CIBC extended Ronson-Canada's Revolving Loan to
     2000.  The extended agreement also amended certain other terms of the
     Revolving Loan agreement.  The Revolving Loan balance of $116,000
     (C$167,000) at December 31, 1999, under the line of credit is secured by
     the accounts receivable and inventory of Ronson-Canada, and the amounts
     available under the line are based on the level of accounts receivable
     and inventory.  The loan bears interest at the rate of 1.25% over the
     CIBC prime rate (6.5% at December 31, 1999).  The line of credit, payable
     on demand, is guaranteed by the Company.  The CIBC agreement has
     restrictive covenants which, among other things, limit the transfer of
     assets from Ronson-Canada to RCPC and the Company.

In August 1997 Ronson Aviation entered into an agreement with Summit
     for a Revolving Loan and a Term Loan (refer to Note 5 below regarding the
     Term Loan).  On May 13, 1999, Ronson Aviation and Summit extended Ronson
     Aviation's Revolving Loan to June 30, 2002.  The Revolving Loan of
     $214,000 at December 31, 1999, is under a line of credit up to $400,000
     to Ronson Aviation based on the level of its accounts receivable.  The
     Revolving Loan currently bears interest at the rate of 1.5% above
     Summit's prime rate (8.5% at December 31, 1999).  The Revolving Loan is
     payable on demand and is secured by the accounts receivable, inventory
     (excluding aircraft) and machinery and equipment (excluding aircraft) of
     Ronson Aviation; and the guarantees of the Company and RCPC.  The Summit
     agreement also contains restrictive covenants.

Based on the amount of the loans outstanding and the levels of
     accounts receivable and inventory at December 31, 1999, Ronson Consumer
     Products and Ronson Aviation had unused borrowings available at December
     31, 1999, of about $364,000 under the Summit and CIBC lines of credit
     described above.  (Refer to Note 5 below for information regarding the
     book value of assets pledged as collateral for the debt in (a) above.)

(b) At December 31, 1999, the notes payable, commercial finance
     company, consisted of notes payable by Ronson Aviation in the amount of
     $1,575,000 due to Raytheon Aircraft Credit Corp.  ("Raytheon").  These
     notes payable by Ronson Aviation are each collateralized by specific
     aircraft, and the notes are repaid from the proceeds from the sale of the
     aircraft.  The Raytheon notes bear interest at a rate of 1.5% over the
     prime rate (8.5% at December 31, 1999).  The notes are secured by
     aircraft inventory of Ronson Aviation with a book value of $1,660,000 at
     December 31, 1999.

(c) At December 31, 1999, Ronson Aviation had a note payable of
     $279,000 due to Summit which is collateralized by specific aircraft and
     is to be repaid from the proceeds from the sale of the aircraft.  The
     note bears interest at the rate of 1.5% above Summit's prime rate (8.5%
     at December 31, 1999) and is secured by aircraft inventory of Ronson
     Aviation with a book value of $294,000 at December 31, 1999.

At December 31, 1999, the weighted average interest rate for the
     total short-term debt was 9.9%.

Note 5.     LONG-TERM DEBT:

`Composition (in thousands):                        December 31,
                                                             1999       1998
                                                             ----       ----

          Mortgage loan payable, Summit (a) . . . . . . . $ 1,721    $ 1,219
          Term note payable, Summit (b) . . . . . . . . .     157        214
          Notes payable, Summit (c) . . . . . . . . . . .   2,131      2,350
          Promissory term note payable (d). . . . . . . .     227        245
          Other . . . . . . . . . . . . . . . . . . . . .       9         13
                                                          -------    -------
                                                            4,245      4,041
          Less portion in current liabilities . . . . . .     820        392
                                                          -------    -------
          Balance of long-term debt . . . . . . . . . . . $ 3,425    $ 3,649
                                                          =======    =======`

(a) On May 13, 1999, RCPC and Summit entered into an agreement, in
     the original amount of $1,760,000, which refinanced the existing Mortgage
     Loan agreement on the RCPC property.  The Mortgage Loan balance was
     $1,721,000 at December 31, 1999.  The amended Mortgage Loan agreement
     provided for additional funds of $554,000, is secured by a first mortgage
     on the land, buildings and improvements of RCPC, and is payable in sixty
     monthly installments of $17,218, including interest, with a final
     installment on May 1, 2004, of approximately $1,389,000.  The loan bears
     interest at a fixed rate of 8.39%.

(b) In August 1997 Ronson Aviation entered into a Term Loan
     agreement with Summit in the original amount of $285,000.  On May 13,
     1999, Ronson Aviation and Summit amended the Term Loan agreement to
     extend the payment terms for two years to June 30, 2002.  The Term Loan
     with a balance of $157,000 at December 31, 1999, is payable in monthly
     installments of $4,750 plus interest, with a final installment on June
     30, 2002, of $14,250.  The Term Loan bears interest at the rate of 1.5%
     above Summit's prime rate.  (Refer to Note 4(a) above.)

(c) The notes payable, Summit, consisted of seven term loans payable
     by Ronson Aviation to Summit.  The notes bear interest at the rate of
     1.5% over the prime rate, are collateralized by specific aircraft with a
     net book value of $3,292,000 at December 31, 1999, and are guaranteed by
     the Company.  Two of the notes, in the amount of approximately $446,000
     at December 31, 1999, are payable in monthly installments totalling
     $6,375 plus interest through October 2000 with a final payment of about
     $383,000 on October 5, 2000.  One of the notes, in the amount of
     approximately $61,000 at December 31, 1999, is payable in monthly
     installments of $2,090 plus interest through May 1, 2002.  The other four
     notes in the amount of approximately $1,625,000 at December 31, 1999, are
     payable in monthly installments totalling $16,883 plus interest through
     November 2002 with a final payment of about $1,034,000 on December 20,
     2002.

(d) In September 1998 Ronson Aviation entered into a Promissory Term
     Note agreement with Texaco Refining and Marketing, Inc. in the original
     amount of $250,000.  The Promissory Term Note, with a balance of $227,000
     at December 31, 1999, is payable in monthly installments of $2,775
     including interest, through September 14, 2008.  The Promissory Term Note
     bears interest at the rate of 6% per annum, is secured by the leased
     premises of Ronson Aviation's new aircraft fueling facilities complex and
     all related equipment, and also contains restrictive covenants.

At December 31, 1999, fixed assets with a net book value of
     $5,768,000 and accounts receivable and inventories of $6,150,000 are
     pledged as collateral for the debt detailed in Notes 4 and 5.

Net assets of consolidated subsidiaries, excluding intercompany
     accounts, amounted to approximately $2,500,000 at December 31, 1999,
     substantially all of which was restricted as to transfer to the Company
     and its other subsidiaries due to various covenants of their debt
     agreements at December 31, 1999.

Long-term debt matures as follows:  2000, $820,000; 2001, $380,000;
     2002, $1,371,000; 2003, $106,000; 2004, $1,449,000; and 2005 through
     2008, $119,000.

Note 6.     LEASE OBLIGATIONS:

Lease expenses consisting principally of office and warehouse
     rentals, totalled $468,000, $476,000 and $476,000 for the years ended
     December 31, 1999, 1998 and 1997, respectively.  Sublease income amounted
     to $27,000 for the year ended December 31, 1997 (none in 1999 and 1998).

At December 31, 1999, the Company's future minimum lease payments
     under operating and capitalized leases with initial or remaining
     noncancellable lease terms in excess of one year are presented in the
     table below (in thousands):

`Operating     Capitalized
                                       Total        Leases         Leases
                                       -----     ---------     -----------

       Year Ending December 31:
       2000 . . . . . . . . . . .      $ 383        $ 274          $ 109
       2001 . . . . . . . . . . .        154          130             24
       2002 . . . . . . . . . . .         50           29             21
       2003 . . . . . . . . . . .         20           --             20
       2004 . . . . . . . . . . .         14           --             14
                                       -----        -----          -----
       Total obligations. . . . .      $ 621        $ 433            188
                                       =====        =====

       Less:  Amount representing
              interest. . . . . .                                     24
                                                                   -----
       Present value of capitalized
          lease obligations . . .                                  $ 164
                                                                   =====`

Capitalized lease property included in the Consolidated
   Balance Sheets is presented below (in thousands):

`December 31,
                                                 1999    1998
                                                 ----    ----

       Machinery and equipment . . . . . . . .  $ 534   $ 642
       Less accumulated amortization . . . . .    148     204
                                                -----   -----
                                                $ 386   $ 438
                                                =====   =====`

Note 7.     RETIREMENT PLANS:

The Company and its subsidiaries have several trusteed retirement
     plans covering substantially all employees.  The Company's funding policy
     is to make minimum annual contributions as required by applicable
     regulations.  Plans covering union members generally provide benefits of
     stated amounts for each year of service.  The Company's salaried pension
     plan provides benefits using a formula which is based upon employee
     compensation.  On June 30, 1985, the Company amended its salaried pension
     plan so that benefits for future service would no longer accrue.  A
     defined contribution plan was established on July 1, 1985, in conjunction
     with the amendments to the salaried pension plan.

Plan assets primarily include widely-held common stocks, money
     market funds, 171,300 shares of common stock of the Company, and
     U.S. Treasury Securities.

The following table sets forth the plans' aggregate funded status
     and amounts recognized in the Company's Consolidated Balance Sheets (in
     thousands):

`December 31,
                                                    1999          1998
                                                    ----          ----

   Change in Benefit Obligation:
     Benefit obligation at beginning of year.... $ 4,916       $ 4,709
     Service cost...............................      16            15
     Interest cost..............................     320           330
     Actuarial loss.............................      55           171
     Increase (decrease) in benefit obligation
       due to decreased (increased) discount rate   (167)          175
     Benefits paid..............................    (500)         (484)
                                                 -------       -------
     Benefit obligation at end of year..........   4,640         4,916
                                                 -------       -------

   Change in Plan Assets:
     Fair value of plan assets at beginning
       of year..................................   4,802         4,185
     Actual return on plan assets...............     332           997
     Employer contributions.....................     258           104
     Benefits paid..............................    (500)         (484)
                                                 -------       -------
     Fair value of plan assets at end of year...   4,892         4,802
                                                 -------       -------

     Funded status..............................     252          (114)
     Unrecognized actuarial loss................     782           990
     Unrecognized prior service cost and
       transition obligation....................     193           256
                                                 -------       -------
   Net amount recognized........................ $ 1,227       $ 1,132
                                                 =======       =======

   Amounts Recognized in the Consolidated
     Balance Sheet

   s

    Consist of:
       Prepaid benefit cost..................... $   448       $   300
       Accrued benefit liability................    (196)         (414)
       Intangible asset.........................     193           256
       Accumulated other comprehensive loss.....     782           990
                                                 -------       -------
   Net amount recognized........................ $ 1,227       $ 1,132
                                                 =======       =======


                                                  1999            1998
                                                  ----            ----
   Weighted-average assumptions as of
     December 31:
     Discount rate.............................. 7.00%            6.50%
     Expected return on plan assets............. 6.00%            6.08%`

If the additional minimum liability recorded exceeds unrecognized
     prior service cost and the unrecognized net obligation at transition,
     that difference, an unrecognized net loss, is to be reported as a
     separate component of Stockholders' Equity.  This unrecognized net loss
     is being amortized over future periods as a component of pension expense.

The Company's Consolidated Statements of Operations included pension
     expense consisting of the following components (in thousands):

`Year Ended December 31,
                                             1999        1998        1997
                                             ----        ----        ----
   Components of net periodic benefit cost:
     Service cost. . . . . . . . . . .     $   16      $   15      $   17
     Interest cost . . . . . . . . . .        320         330         333
     Expected return on plan assets. .       (288)       (257)       (275)
     Amortization of prior service
       cost and transition obligation.         63          63          62
     Recognized actuarial loss . . . .         52         163         141
                                           ------      ------      ------
     Net pension expense . . . . . . .     $  163      $  314      $  278
                                           ======      ======      ======`

The accumulated benefit obligation and fair value of plan assets for
     a pension plan covering union members which has an accumulated benefit
     obligation in excess of plan assets were $425,000 and $229,000,
     respectively, as of December 31, 1999, and $513,000 and $99,000,
     respectively, as of December 31, 1998.

The Company contributes to its defined contribution plans at the
     rate of 1% of each covered employee's compensation.  The Company also
     contributes an additional amount equal to 50% of a covered employee's
     contribution to a maximum of 1% of compensation.  Expenses of about
     $71,000, $71,000 and $70,000 for this plan were recorded in 1999, 1998
     and 1997, respectively.

Note 8.     COMMITMENTS AND CONTINGENCIES:

In the third quarter of 1999, the Company filed a lawsuit against
     several of its former general liability insurance carriers seeking
     recovery for environmental investigation and remediation costs incurred
     and anticipated at various locations, primarily Prometcor.  According to
     statements by the Company's counsel (who have undertaken the matter on a
     legal fee contingency basis), the Company has a strong claim with a
     reasonable possibility of obtaining a sizable recovery.  There is,
     however, always a possibility that either new facts might arise or the
     current status of the law could change, and, thus, the expected recovery
     might not be realized.  Accordingly, no provisions for any expected
     recovery have been made in the Company's financial statements.

In September 1998 the Company received a "de minimis" settlement
     offer ("Settlement Offer") from the United States Environmental
     Protection Agency ("USEPA") related to waste disposed of prior to 1980 at
     a landfill in Monterey Park, California, which the USEPA had designated
     as a Superfund Site ("Site").  The USEPA identified manifests dated from
     1974 through 1979 which allegedly indicate that waste originating at the
     location of the Company's former Duarte, California, hydraulic subsidiary
     was delivered to the Site.  As a result, in August 1995 the Company
     received a General Notice Letter from the USEPA notifying the Company
     that the USEPA considered the Company one of about four thousand
     Potentially Responsible Parties ("PRP's") for waste disposed of prior to
     1980 at a landfill at the Site.  In 1981 the Company sold the Duarte,
     California, hydraulic subsidiary, Ronson Hydraulic Units Corporation
     ("RHUCOR-CA"), to the Boeing Corporation.  The USEPA has notified a
     subsequent owner of the facility that the USEPA considers that entity to
     also be liable for the costs the USEPA determines to be due as a result
     of RHUCOR-CA's waste having been sent to the Site.  The USEPA may also
     consider financial factors in determining the final amount due.  In the
     fourth quarter of 1998, the Company offered to settle the matter for six
     equal payments totalling $90,000, to be paid semiannually over three
     years.  Although the Settlement Offer includes various options at costs
     of from $307,000 to $376,000 and the Company has offered to settle the
     matter for $90,000, the Company's final contribution, if any, is not yet
     determinable.  As of December 31, 1999, the Company has accrued the
     amount of its offer and related expenses.

In February 1999 Ronson Aviation completed the installation of a new
     58,500 gallon fueling facility at a total cost of approximately $430,000
     and ceased use of most of its former underground storage tanks.  The
     primary underground storage tanks formerly used by Ronson Aviation were
     removed in the fourth quarter of 1999 as required by the NJDEP.  Related
     contaminated soil was removed and remediated.  The extent of groundwater contamination cannot be determined
     until testing , if required, has been undertaken.  Ronson Aviation believes that any
     costs related to future groundwater-related activities are the
     responsibility of the County of Mercer.  The Company intends to
     vigorously pursue its rights under the leasehold and under the statutory
     and regulatory requirements.  Since the amount of additional costs, if
     any, and their ultimate allocation cannot be estimated at this time, the
     effect on the Company's financial position or results of future
     operations cannot yet be determined, but management believes that the
     effect will not be material.

In the third quarter of 1998, a mechanical failure at Ronson
     Aviation resulted in an overfill of a fuel tank and a release of about
     700 gallons of jet fuel.  The Company has taken appropriate action to
     address the release and to meet NJDEP requirements.  Ronson Aviation
     expended approximately $135,000 in 1998 and 1999 related to the release.
     Until all required sampling is completed, the total cost of the release
     cannot be determined.  The Company's insurance carriers have been
     notified of the claim, and management believes that the Company will
     receive a reimbursement for the cost from insurance, but the Company has
     not recorded a receivable for that reimbursement at December 31, 1999.

The Company is involved in various lawsuits and claims.  While the
     amounts claimed may be substantial, the ultimate liability cannot now be
     determined because of the considerable uncertainties that exist.
     Therefore, it is possible that results of operations or liquidity in a
     particular period could be materially affected by certain contingencies.
     However, based on facts currently available including the insurance
     coverage that the Company has in place, management believes that the
     outcome of these lawsuits and claims will not have a material adverse
     effect on the Company's financial position.

The Company has employment contracts with an officer of the Company
     and an officer of a subsidiary.  The contracts expire on December 31,
     2002 and 2000, respectively.  Base salaries in the years 2000, 2001 and
     2002 are $716,466, $606,119, and $648,547, respectively.  The contract
     with the officer of the Company also provides for additional compensation
     and benefits, including a death benefit equal to two years' salary.

Note 9.     PREFERRED STOCK:

Each share of 12% Cumulative Convertible Preferred Stock has a
     stated value of $0.01 per share and a liquidation preference of $1.75 per
     share ($63,000 at December 31, 1999, in the aggregate) plus accrued
     dividends.  The shares are non-voting and have a right to cumulative
     dividends at the annual rate of $0.21 per share.  The holders of the
     preferred shares may, at any time, convert each preferred share into one
     share of common stock unless the preferred shares were previously
     redeemed.  The Company has the option to redeem all or part of the
     preferred stock at $2.25 per share plus accrued dividends.

Dividends in arrears at December 31, 1999, totalled $1.5225 per
     share of preferred stock (twenty-nine quarters at $0.0525 per share per
     quarter), or approximately $55,000 in the aggregate.

In October 1998 the Company declared a dividend of one Preferred
     Stock Purchase Right ("Right") for each outstanding share of the
     Company's common stock.  The Rights are not presently exercisable.  Each
     Right entitles the holder, upon the occurrence of certain specified
     events, to purchase from the Company one one-thousandth of a share of
     Series A Preferred Stock at a purchase price of $20 per share.  The
     Rights further provide that each Right will entitle the holder, upon the
     occurrence of certain other specified events, to purchase from the
     Company, common stock having a value of twice the exercise price of the
     Right and, upon the occurrence of certain other specified events, to
     purchase from another person into which the Company was merged or which
     acquired 50% or more of the Company's assets or earnings power, common
     stock of such other person having a value of twice the exercise price of
     the Right.  The Rights may be generally redeemed by the Company at a
     price of $0.01 per Right.  The Rights expire on October 27, 2008.

Note 10.     STOCK OPTIONS:

The Company has two incentive stock option plans which provide for
     the grant of options to purchase shares of the Company's common stock.
     The options may be granted to officers and other key employees of the
     Company and its subsidiaries (including directors if they are also
     employees of the Company or one of its subsidiaries) at not less than
     100% of the fair market value on the date on which options are granted.
     In August 1996 the stockholders approved the adoption of the Company's
     1996 Incentive Stock Option Plan which provides for the grant of options
     for up to 100,000 shares of common stock.  In August 1987 the
     stockholders approved the adoption of the Company's 1987 Incentive Stock
     Option Plan, which provides for the grant of options for up to 66,666
     shares of common stock.  After January 21, 1997, no further options were
     permitted to be granted under the 1987 plan.  Options granted under the
     1987 plan are exercisable at any time within five years from the date of
     grant, at which time such options expire.  Options granted under the 1996
     plan are exercisable after six months from the date of the grant and
     within five years of the grant date, at which time such options expire.
     All options are vested on the date of the grant.

Pro forma information regarding earnings (loss) per common share is
     required by SFAS #123, and has been determined as if the Company had
     accounted for its employee stock options under the fair value method of
     that statement.  The fair value for options granted in 1999 was estimated
     at the date of grant using a Black-Scholes option pricing model with the
     following weighted average assumptions:  risk-free interest rate of 6.5%;
     dividend yield of 0%; volatility factor of the expected market price of
     the Company's common stock of 0.4; and a weighted average expected life
     of the option of five years.  No options were granted by the Company in
     1998 and 1997, and, therefore, no estimated compensation would be
     applicable in 1998 and 1997.

The Black-Scholes option valuation model was developed for use in
     estimating the fair value of traded options which are fully transferable.
     In addition, option valuation models require the input of highly
     subjective assumptions including the expected stock price volatility.
     Because the Company's employee stock options have characteristics
     significantly different from those of traded options, and because changes
     in the subjective input assumptions can materially affect the fair value
     estimate, in management's opinion, the existing models do not necessarily
     provide a reliable single measure of the fair value of its employee stock
     options.

The Company's pro forma results of operations after adjustment for
     the estimated compensation expense under SFAS #123 were as follows (in
     thousands, except per share data):

`Year Ended December 31,
                                                 1999(1)   1998(2)     1997(2)
                                                 ----      ----        ----
   Pro forma Results of Operations:
     Earnings from continuing operations.....   $   276    $   660   $   783
     Loss from discontinued operations.......      (486)      (949)       --
                                                -------    -------   -------

     Net earnings (loss).....................   $  (210)   $  (289)  $   783
                                                =======    =======   =======

   Pro forma Earnings (Loss) per Common Share:
     Basic:
       Earnings from continuing operations...   $  0.08    $  0.20   $  0.26
       Loss from discontinued operations.....     (0.15)     (0.30)       --
                                                -------    -------   -------

       Net earnings (loss)...................   $ (0.07)   $ (0.10)  $  0.26
                                                =======    =======   =======

     Diluted:
       Earnings from continuing operations...   $  0.08    $  0.20   $  0.25
       Loss from discontinued operations.....     (0.15)     (0.30)       --
                                                -------    -------   -------

       Net earnings (loss)...................   $ (0.07)   $ (0.10)  $  0.25
                                                =======    =======   =======

     (1) Pro forma Results of Operations in 1999 have been adjusted to
          reflect a pro forma increase in compensation expense of $16,000 (net
          of tax) due to issuance of stock options.

     (2) Since no options were issued in 1998 and 1997, no pro forma
          adjustments have been made in those years above.`

A summary of the Company's stock option activity and related
     information for the three years ended December 31, 1999, was as follows:

`Number of    Weighted Average
                                                 Options      Exercise Price
                                               ---------    ----------------

        Outstanding at December 31, 1996........ 103,850         $ 2.59
          Expired...............................    (750)          2.88
                                                 -------

        Outstanding at December 31, 1997........ 103,100           2.58
          Exercised............................. (13,900)          1.20
          Expired...............................    (500)          2.88
                                                 -------

        Outstanding at December 31, 1998........  88,700           2.80
          Granted...............................  23,800           2.51
          Expired...............................  (3,050)          2.88
                                                 -------

        Outstanding at
          December 31, 1999..................... 109,450           2.74
                                                 =======         ======

          Exercisable at December 31, 1999......  85,650         $ 2.80
                                                 =======         ======

        Weighted average fair value of options
          granted during the year for options
          on which the exercise price:
            Equals the market price on the
            grant date..........................                 $ 1.11
                                                                 ======
            Exceeds the market price on the
            grant date..........................                 $ 1.04
                                                                 ======`

Exercise prices for options outstanding as of December 31, 1999,
     ranged as follows:  15,500 options from $1.63 to $2.25 per share, 23,800
     options from $2.44 to $2.68 per share and 70,150 options from $2.88 to
     $3.16 per share.  The weighted average contractual life of those options
     was 2.2 years.

Note 11.      STATEMENTS OF CASH FLOWS:

Certificates of deposit that have a maturity of 90 days or more are
     not considered cash equivalents for purposes of the accompanying
     Consolidated Statements of Cash Flows.

Supplemental disclosures of cash flow information are as follows (in
     thousands):

`Year Ended December 31,
                                                 1999      1998     1997
                                                 ----      ----     ----
        Cash Payments for:
          Interest.  .  .  .  .  .  .  .  .  .  $ 633     $ 615    $ 508
          Income taxes. .  .  .  .  .  .  .  .     71        26       45

        Financing & Investing Activities
          Not Affecting Cash:
          Capital lease obligations incurred .     65        28       26`

Note 12.     INDUSTRY SEGMENTS INFORMATION:

The Company has two reportable segments:  consumer products and
     aviation services.  The Company's reportable segments are strategic
     business units that offer different products and services.

The consumer products segment produces packaged fuels, flints,
     refillable lighters and ignitors, a penetrant spray lubricant, a spot
     remover, and a surface protectant, which are distributed through
     distributors, food brokers, automotive and hardware representatives and
     chain stores.  Ronson Consumer Products is a principal supplier of
     packaged flints and lighter fuels in the United States and Canada.

The aviation services segment represents the chartering, servicing
     and sales of fixed wing aircraft and servicing of helicopters.  Aircraft
     are sold through Company sales personnel.  Ronson Aviation provides a
     wide range of general aviation services to the general public and to
     government agencies located in the vicinity of its facilities in Trenton,
     New Jersey.

The accounting policies of the segments are the same as those
     described in the summary of significant accounting policies.  The Company
     evaluates performance based on profit or loss from continuing operations
     before intercompany charges and income taxes.

Financial information by industry segment is summarized below
     (in thousands):

`Year Ended December 31,
                                  1999              1998*             1997*
                                  ----             -----             -----
Net sales:
  Consumer Products.........   $16,096           $15,717           $15,304
  Aviation Services.........     8,600             7,456             7,866
                               --------          --------          --------
    Consolidated ...........   $24,696           $23,173           $23,170
                               ========          ========          ========
Earnings (loss) before
  interest, other items
  and intercompany charges:
  Consumer Products.........    $2,557            $2,567            $2,346
  Aviation Services.........       398               556               272
                               --------          --------          --------
  Total Reportable Segments      2,955             3,123             2,618
  Corporate and others......    (1,570)           (1,638)           (1,439)
  Non-recurring charges           (187)             (135)               --
                               --------          --------          --------
    Consolidated ...........    $1,198            $1,350            $1,179
                               ========          ========          ========
Interest expense:
  Consumer Products.........      $206              $206              $214
  Aviation Services.........       319               290               154
                               --------          --------          --------
  Total Reportable Segments        525               496               368
  Corporate and others......       139               149               155
                               --------          --------          --------
    Consolidated ...........      $664              $645              $523
                               ========          ========          ========
Depreciation and
  amortization:
  Consumer Products.........      $236              $234              $240
  Aviation Services.........       327               280               233
                               --------          --------          --------
  Total Reportable Segments        563               514               473
  Corporate and others......        19                18                17
                               --------          --------          --------
    Consolidated ...........      $582              $532              $490
                               ========          ========          ========
Earnings (loss) from
  continuing operations
  before intercompany
  charges and taxes:
  Consumer Products.........    $2,326            $2,349            $2,139
  Aviation Services.........        52               295               125
                               --------          --------          --------
  Total Reportable Segments      2,378             2,644             2,264
  Corporate and others......    (1,801)           (1,879)           (1,715)
  Non-recurring charges.....      (187)             (245)               --
                               --------          --------          --------
    Consolidated ...........      $390              $520              $549
                               ========          ========          ========
Segment assets:
  Consumer Products.........    $5,659            $5,254            $5,787
  Aviation Services.........     7,806             6,586             5,788
                               --------          --------          --------
  Total Reportable Segments     13,465            11,840            11,575
  Corporate and others......       742               797               498
  Discontinued operations...     2,373             1,965             1,446
                               --------          --------          --------
    Consolidated ...........   $16,580           $14,602           $13,519
                               ========          ========          ========
Segment expenditures for
  long-lived assets:
  Consumer Products.........       $159              $134              $134
  Aviation Services.........        526               727             2,028
                               ---------         ---------         ---------
  Total Reportable Segments         685               861             2,162
  Corporate and others......         31                12                 2
                               ---------         ---------         ---------
    Consolidated ...........       $716              $873            $2,164
                               =========         =========         =========


       * Reclassified for comparability.`

Geographic Information regarding the Companys net
sales and long-lived assets is as follows (in thousands):

`Year Ended December 31,
                                           1999          1998        1997
                                           ----          ----        ----
   Net Sales (1):

   United States.....................  $ 23,232      $ 21,448    $ 21,398
   Canada............................     1,386         1,664       1,552
   Other foreign countries...........        78            61         220
                                       --------      --------    --------
                                       $ 24,696      $ 23,173    $ 23,170
                                       ========      ========    ========


                                                    December 31,
                                                  1999          1998
                                                  ----          ----
   Long-Lived Assets:

   United States............................  $  6,211      $  6,076
   Canada...................................        42            44
                                              --------      --------
                                              $  6,253      $  6,120
                                              ========      ========`

(1)     Net sales are attributed
      to countries based on location of customer.

The Company performs ongoing credit evaluations of its customers'
     financial condition and generally requires no collateral from its
     customers.

For the years ended December 31, 1999, 1998 and 1997, net sales
     which amounted to approximately $3,176,000, $2,770,000 and $2,337,000,
     respectively, of Consolidated Net Sales were made by Ronson Consumer
     Products to various units of one customer.  As of December 31, 1999,
     accounts receivable from that customer amounted to approximately 14% of
     Consolidated Accounts Receivable.  No other customer accounted for more
     than 10% of Consolidated Net Sales or Consolidated Accounts Receivable
     for the years ended December 31, 1999, 1998 and 1997.

Note 13.     COMPREHENSIVE INCOME:

Comprehensive Income is the change in equity during a period from
     transactions and other events from nonowner sources.  The Company is
     required to classify items of other comprehensive income in financial
     statements and to display the accumulated balance of other comprehensive
     income (loss) separately in the equity section of the Consolidated
     Balance Sheets.

Changes in the components of Other Comprehensive Income (Loss) and
     in Accumulated Other Comprehensive Loss for 1999, 1998 and 1997 were as
     follows (in thousands):

`Foreign Currency   Minimum Pension   Accumulated Other
                         Translation         Liability        Comprehensive
                          Adjustment        Adjustment             Loss
                      ----------------   ---------------   -----------------

     Balance at
     December 31, 1996....   $  (36)          $(1,441)           $(1,477)
     Change during 1997...      (25)             (104)              (129)
                             ------           -------            -------

     Balance at
     December 31, 1997....      (61)           (1,545)            (1,606)
     Change during 1998...      (35)              555                520
                             ------           -------            -------

     Balance at
     December 31, 1998....      (96)             (990)            (1,086)
     Change during 1999...       15               208                223
                             ------           -------            -------

     Balance at
     December 31, 1999....   $  (81)          $  (782)           $  (863)
                             ======           =======            =======`

Note 14.     CONCENTRATIONS:

At December 31, 1999, the Company and one of its subsidiaries had
     cash balances in a bank which exceeded the insured limit by approximately
     $133,000.

Ronson Consumer Products currently purchases lighter products from
     manufacturers in Spain and Peoples Republic of China.  Since there are a
     number of sources of similar lighter products, management believes that
     other suppliers could provide lighters on comparable terms.  A change of
     suppliers, however, might cause a delay in delivery of the Company's
     lighter products and, possibly, a short-term loss in sales which could
     have a short-term adverse effect on operating results.

Note 15.     RELATED PARTY TRANSACTIONS:

In October 1998 the Company entered into a consulting agreement with
     Mr. Carl W. Dinger III, a 5% shareholder of the Company.  The agreement
     provides that Mr. Dinger will perform certain consulting services to the
     Company for a period of 18 months at a fee of $4,500 per month.  During
     the years ended December 31, 1999 and 1998, Mr. Dinger was compensated
     $54,000 and $13,500, respectively, under the agreement.  (Refer to Note
     16 below regarding the extension of the agreement.)

In October 1998 Mr. Dinger granted an option to the Company to
     purchase the 186,166 shares of the Company's common stock held by
     Mr. Dinger.  The option is for a period of 18 months, and the exercise
     price of the option is $5.25 per share.  The cost of the option is $5,500
     per month for the period of the option or until exercised.  The Company
     incurred costs of $66,000 and $16,500 during the years ended December 31,
     1999 and 1998, respectively, which were charged to Additional Paid-in
     Capital.  As part of the option agreement, Mr. Dinger has granted the
     Board of Directors of the Company an irrevocable proxy to vote the
     optioned shares during the time of the option.  (Refer to Note 16 below
     regarding the extension of the agreement.)

The Company incurred costs for consulting services under agreements
     with two directors of the Company of $123,000, $100,000 and $112,000 in
     the years ended December 31, 1999, 1998 and 1997, respectively.  The
     Company incurred costs of $64,000, $47,000 and $51,000 in the years ended
     December 31, 1999, 1998 and 1997, respectively, for legal fees to a firm
     having a member who is also a director and an officer of the Company,
     with these fees primarily related to the Prometcor environmental matters.

Note 16.     SUBSEQUENT EVENT:

On March 6, 2000, the Company and Mr. Dinger entered into a new
     consulting agreement to be effective April 7, 2000, the expiration date
     of the original consulting agreement (refer to Note 15 above).  The new
     agreement provides that Mr. Dinger will continue to perform consulting
     services for the Company for a period of 48 months at a fee of $7,000 per
     month.

On March 6, 2000, Mr. Dinger granted a new option to the Company, to
     purchase the 186,166 shares of the Company's common stock held by
     Mr. Dinger and any additional shares Mr. Dinger may acquire.  The option
     is for a period of 48 months.  The exercise price of the option is $5.25
     per share for the initial two years, and the option price in the second
     two year period is $7.50 per share.  The cost of the option is $4,000 per
     month for the period of the option or until exercised.  As part of the
     new option agreement, Mr. Dinger has granted the Board of Directors of
     the Company an irrevocable proxy to vote the optioned shares during the
     term of the option.  Also on March 6, 2000, Mr. Dinger notified the
     Company that he will purchase 227,500 shares of newly issued restricted
     common stock of the Company at the price of $2.50 per share or market (as
     determined March 6, 2000), whichever is higher.