SECURITIES AND EXCHANGE COMMISSION

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

For the quarterly period ended March 31, 2000 or

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

For the transition period from ________________ to _______________

Commission file number   0-9643

MEGATECH CORPORATION(Exact name of registrant as specified in its charter)

|Massachusetts
(State or other jurisdiction of
incorporation of organization) | 04-2461059
(IRS. Employer
Identification No.)
|---------------------------------------------------------------------------- | ---------------------------------------------

|555 WOBURN Street, TEWKSBURY, MA
(Address of principal executive offices) | 01876
(Zip Code)
|------------------------------------------------------------------------- | ----------------

(978) 937-9600
(Registrant's telephone number, including area code)

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

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15 (d) of the Securities and Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required
to file such reports), and (2) has been subject to such filing requirements for the past 90 days.      Yes X    No

There were 3,813,708 shares of common stock outstanding at

MEGATECH CORPORATION

|PART 1.  | FINANCIAL INFORMATION                                                                    |     
|-------- | ---------------------------------------------------------------------------------------- | ----
|ITEM 1.  | Financial Statements (Unaudited)                                                         | Page
|         | Balance Sheet - March 31, 2000 and December 31, 1999                                     | 3   
|         | Statement of Operations- for the three months ended
  March 31, 2000 and March 31, 1999  | 4   
|         | Statement of Cash Flows- for the three months ended 
  March 31, 2000 and March 31, 1999 | 5   
|         | Notes to Financial Statements- March 31, 2000                                            | 6   
|ITEM 2.  | Management's Discussion and Analysis of Financial 
  Condition and Results of Operations | 7   
|ITEM 3.  | Quantitative and Qualitative Disclosures About Market Risk                               | 8   
|PART II. | OTHER INFORMATION                                                                        |     
|ITEM 1.  | Legal Proceedings                                                                        | 8   
|ITEM 2.  | Changes in Securities and Use of Proceeds                                                | 8   
|ITEM 3.  | Defaults Upon Senior Securities                                                          | 8   
|ITEM 4.  | Submission of Matters to a Vote of Security Holders                                      | 8   
|ITEM 5.  | Other Information                                                                        | 8   
|ITEM 6.  | Exhibits and Reports on Form 8-K                                                         | 8   
|         | Signature Page                                                                           | 9   

PART 1. FINANICIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS

MEGATECH CORPORATION
BALANCE SHEET

|                                                                                                                                                                                                                                                                                            | MARCH 31, 2000(UNAUDITED)                                                       | DEC. 31, 1999(AUDITED)                                                         
|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------------------------------------------------- | -------------------------------------------------------------------------------
|ASSETS
Current assets:
    Cash and cash equivalents
    Accounts receivable:
        Trade
        Other
    Inventories
    Prepaid expenses
        Total current assets
    Property, plant and equipment, net
    Other assets
        Total Assets                                    | $    110,016 
221,561 
2,931 
319,345 10,429 664,282 
63,914 7,666 $    735,862 | $      75,857 
280,389 
3,581 
357,662 4,361 721,850 
65,731 7,666 $    795,247
|LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
    Accounts Payable:
        Trade
        Affiliate
    Accrued Liabilities
        Total current liabilities                                                                                                                   | $    134,316 
4,671 94,200 233,187                                              | 77,192 
0 267,675 344,867                                                      
|Long-Term Debt                                                                                                                                                                                                                                                                              | 37,500                                                                          | 37,500                                                                         
|Stockholders' equity:
    Common Stock, par value $.0143 per share,
      5,000,000 shares authorized; 3,813,708 (3,812,308
      @ 1999) shares issued and outstanding
    Additional paid-in capitalDeficit
        Total stockholders' equity
Total liabilities and stockholders' equity | 54,536 
4,014,949 (3,604,310)465,175 $    735,862                               | 54,516 
4,014,661 (3,656,297)412,880 $    795,247                              

See notes to financial statements

MEGATECH CORPORATION
STATEMENT OF OPERATIONS (UNAUDITED)

|                                                                                                                                               | QUARTER ENDED                       
|---------------------------------------------------------------------------------------------------------------------------------------------- | ------------------------------------
|                                                                                                                                               | MARCH 31, 2000                      
|Sales
Cost of sales
        Gross profit                                                                                                       | 681,465 374,756 306,709             
|Operating expenses
Selling
General and administrative
Research and development
        Total operating expenses
        Income from operations | 204,985 
40,624 9,211 254,820 51,889
|Other income (expense):
Interest income
Interest expense
Other income (expense), net
Net income                                                | 930 (832)98 $  51,987               
|Net income per share - basic and diluted                                                                                                       | $0.014                              
|Weighted average number of common shares outstanding                                                                                           | 3,813,708                           

See notes to financial statements.

MEGATECH CORPORATION
STATEMENT OF CASH FLOWS

|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | QUARTER ENDED                                                                                          
|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------------------------------
|                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                     | MARCH 31, 2000                                                                                         
|Cash flows from operating activities:
Net income (loss)
Adjustments to reconcile net income to
  net cash provided by operating activities:
    Depreciation and amortization
    Common stock issued as compensation
Changes in operating assets and liabilities:
    Accounts receivable
    Prepaid expenses
    Inventories
    Accounts payable
    Accrued liabilities
Net cash provided (used) by operating activities
Cash flows from investing activities:
    Purchases of property and equipment
Net increase (decrease) in cash and cash equivalents
Cash & cash equivalents, beginning of period
Cash & cash equivalents, end of period | $   51,987 
4,617 
308 
77,789 
(6,068) 
38,317 
61,795 (191,786)36,959 (2,800)
34,159 75,857 $ 110,016

See notes to financial statements.

MEGATECH CORPORATION
NOTES TO FINANCIAL STATEMENTS
MARCH 31, 2000

1.    BASIS OF PRESENTATION:

The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles for interim

In the opinion of management, all adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows have been included. Operating results for interim periods are not necessarily indicative of the
operating results that may be expected for the full year.

For further information, refer to the financial statements and footnotes thereto included in the Company's annual report on Form 10-K.

2.    INVENTORIES:

Inventories consisted of the following:



|                                             | MARCH 31, 2000                | DEC. 31, 1999                
|-------------------------------------------- | ----------------------------- | -----------------------------
|Raw materials
Work in process
Finished goods | $193,219
49,60376,523$319,345 | $182,614
29,903145,145357,662

3.    MAJOR CUSTOMER INFORMATION:

For the period ended March 31, 2000 and 1999, sales to one unrelated sales representative comprised 61% and 65% of total sales, respectively.

ITEM 2.

MEGATECH CORPORATION
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FOR QUARTER ENDED MARCH 31, 2000 AND 1999

RESULTS OF OPERATIONS:

Quarter Ended March 31, 2000 compared to quarter ended March 31, 1999

Sales for the quarter ended March 31, 2000 were $681,465, compared to $520,654 for the same quarter last year. The increase was primarily due to an increase in international sales.

Gross profit for the quarter ended March 31, 2000 was $306,709 or 45% of sales, compared to $216,184 or 41% of sales, for the same quarter last year. The increase is the result of lower materials and labor costs.

Operating expenses for the quarter ended March 31, 2000 were $254,820 or 37% of sales, compared to $210,141 or 40% of sales, for the same quarter last year. The increase is attributable to an increase in selling and marketing costs.

The net income for the quarter ended March 31, 2000 was $51,987 compared to a net income of $7,710 for the same quarter last year. The increase is the result of the items discussed above.

LIQUIDITY AND CAPITAL RESOURCES:

Working capital as of March 31, 2000 was $431,095 compared to $376,983 in working capital at December 31, 1999. The increase was attributable to the net income for the quarter.

The company maintains a secured line of credit in the amount of $100,000. At March 31, 2000, no borrowings were outstanding under this line. The company believes that cash generated from operations, together with existing sources of debt financing,
will be sufficient to meet forseeable cash requirements for the next twelve months.

The firm's backlog as of March 31, 2000 was approximately $338,211 compared to $399,513 for the same period ended in 1999.

MEGATECH CORPORATION

ITEM 3.    QUANITATIVE AND QUALITATIVE DISCLOSURE ABOUT

Not applicable.

PART II: OTHER INFORMATION

|Item 1. Legal Proceedings:                                  | None.
|----------------------------------------------------------- | -----
|Item 2. Changes in Securities:                              | None.
|Item 3. Defaults Upon Senior Securities:                    | None.
|Item 4. Submission of Matters to aVote of Security Holders: | None.
|Item 5. Other Information:                                  | None.
|Item 6. Exhibits and Reports on Form 8-K:                   | None.

SIGNATURES

Pursuant to the requirement of the Securities Exchange

|                                             | MEGATECH CORPORATION
(Registrant)                                     
|-------------------------------------------- | ----------------------------------------------------------------------
|May 8, 2000
___________________________
Date | ______________________________
Vahan V. Basmajian
President, Treasurer