<PAGE>

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

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 10-Q


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

                                       or

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


     For the quarter ended: July 31, 1999       Commission file number 001-07763


                               MET-PRO CORPORATION
             (Exact name of registrant as specified in its charter)



            Delaware                                           23-1683282
  (State or other jurisdiction of                          (I.R.S. Employer
   incorporation or organization)                           Identification No.)

          160 Cassell Road, P.O. Box 144
          Harleysville, Pennsylvania                              19438
  (Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (215) 723-6751





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



     The number of shares  outstanding  of the  Registrant's  common  stock (par
value $0.10 per share) is 6,548,716 (as of July 31, 1999).


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



<PAGE>

                                                MET-PRO CORPORATION



                                                       INDEX


PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>

   Item 1.   Financial Statements
<S>     <C>                                                                                                    <C>

         Condensed consolidated balance sheet as of
                  July 31, 1999 and January 31, 1999..........................................................  2
         Condensed consolidated statement of operations for the six-month
                  and three-month periods ended July 31, 1999 and 1998........................................  3
         Condensed consolidated statement of stockholders' equity for the
                  six-month periods ended July 31, 1999 and 1998..............................................  4
         Condensed consolidated statement of cash flows for the six-month
                  periods ended July 31, 1999 and 1998........................................................  5
         Notes to condensed consolidated financial statements.................................................  6
         Report of independent accountants....................................................................  9

   Item 2.   Management's discussion and analysis of the financial condition
                   and results of operations.................................................................. 10


PART II - OTHER INFORMATION

   Item 4.        Submission of matters to a vote of security holders......................................... 15

   Item 6(b).     Reports on Form 8-K......................................................................... 15

SIGNATURES.................................................................................................... 16
</TABLE>






















                                       -1-

<PAGE>
                                                MET-PRO CORPORATION

                                       CONDENSED CONSOLIDATED BALANCE SHEET

                                                    (unaudited)

PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements
<TABLE>
<CAPTION>


                                                                                  July 31,                  January 31,
ASSETS                                                                              1999                        1999
------------------------------------------------------------------------------------------------------------------------
<S>                                                                            <C>                          <C>

Current assets
    Cash and cash equivalents                                                   $6,955,831                   $7,446,369
    Accounts receivable, net of allowance for doubtful
       accounts of approximately $334,000 and
       $261,000, respectively                                                   13,517,911                   14,492,082
    Inventories - Note 4                                                        13,300,730                   14,973,169
    Prepaid expenses, deposits and other current assets                          1,173,798                      827,824
    Deferred income taxes                                                          944,009                      944,009
------------------------------------------------------------------------------------------------------------------------
          Total current assets                                                  35,892,279                   38,683,453

Property, plant and equipment, net                                              13,660,207                   13,931,276
Costs in excess of net assets of businesses acquired, net                       19,020,029                   19,260,591
Other assets                                                                       838,984                    1,013,321
------------------------------------------------------------------------------------------------------------------------
          Total assets                                                         $69,411,499                  $72,888,641
========================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------------------------------------------------------------------------------------
Current liabilities
    Current portion of long-term debt                                           $2,004,423                   $2,125,093
    Accounts payable                                                             3,936,502                    5,213,770
    Dividend payable                                                               527,681                           --
    Accrued salaries, wages and expenses                                         6,701,920                    5,804,235
    Payroll and other taxes payable                                                 15,503                      216,822
    Customers' advances                                                            861,059                    1,027,948
------------------------------------------------------------------------------------------------------------------------
          Total current liabilities                                             14,047,088                   14,387,868

Long-term debt                                                                  10,938,637                   11,941,954
Other non-current liabilities                                                      372,287                      328,838
Deferred income taxes                                                              290,533                      304,874
------------------------------------------------------------------------------------------------------------------------
          Total liabilities                                                     25,648,545                   26,963,534
------------------------------------------------------------------------------------------------------------------------

Stockholders' equity
    Common stock, $.10 par value; 18,000,000 shares
       authorized, 7,182,843 and 7,138,625 shares issued,
       of which 634,127 and 343,727 shares were reacquired
       and held in treasury at the respective dates                                718,284                      713,862
    Additional paid-in capital                                                   7,908,475                    7,508,748
    Retained earnings                                                           43,781,573                   42,718,355
    Accumulated other comprehensive loss                                          (210,530)                     (85,103)
    Treasury stock, at cost                                                     (8,434,848)                  (4,930,755)
------------------------------------------------------------------------------------------------------------------------
          Net stockholders' equity                                              43,762,954                   45,925,107
------------------------------------------------------------------------------------------------------------------------
          Total liabilities and stockholders' equity                           $69,411,499                  $72,888,641
========================================================================================================================
</TABLE>


See accompanying notes to condensed consolidated financial statements.




                                       -2-
<PAGE>
<TABLE>
<CAPTION>

                                                    MET-PRO CORPORATION

                                      CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

                                                       (unaudited)



                                                                   Six Months Ended                   Three Months Ended
                                                                       July 31,                             July 31,
                                                                1999               1998               1999               1998
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                          <C>                <C>                <C>                <C>

Net sales                                                    $41,366,235        $29,529,731        $20,538,207        $14,588,843

Cost of goods sold                                            27,296,904         18,365,829         13,570,589          9,127,840
---------------------------------------------------------------------------------------------------------------------------------

Gross profit                                                  14,069,331         11,163,902          6,967,618          5,461,003
---------------------------------------------------------------------------------------------------------------------------------

Operating expenses

    Selling                                                    3,749,153          2,705,768          1,871,066          1,298,311

    General and administrative                                 4,535,500          3,278,041          2,195,909          1,640,631
---------------------------------------------------------------------------------------------------------------------------------
                                                               8,284,653          5,983,809          4,066,975          2,938,942
---------------------------------------------------------------------------------------------------------------------------------

Income from operations                                         5,784,678          5,180,093          2,900,643          2,522,061

Other income, net                                                262,060            336,324            126,994            145,927
---------------------------------------------------------------------------------------------------------------------------------

Income before taxes                                            6,046,738          5,516,417          3,027,637          2,667,988

Provision for taxes                                            2,297,760          2,025,911          1,150,501            915,026
---------------------------------------------------------------------------------------------------------------------------------

Net income                                                   $ 3,748,978        $ 3,490,506        $ 1,877,136        $ 1,752,962
=================================================================================================================================

Earnings per share, basic (1)                                       $.56               $.50               $.28               $.25

Earnings per share, diluted (2)                                     $.56               $.50               $.28               $.25

Cash dividend per share - declared (3)                              $.40               $.30               $.08               $.00

Cash dividend per share - paid (3)                                  $.32               $.30               $.00               $.00
=================================================================================================================================
</TABLE>

(1)  Basic earnings per share are based on the weighted average number of common
     shares  outstanding  of 6,669,627 and  6,974,394 in the  six-month  periods
     ended July 31, 1999 and 1998, respectively,  and 6,693,898 and 6,989,563 in
     the three-month periods ended July 31, 1999 and 1998, respectively.

(2)  Diluted  earnings  per share are based on the  weighted  average  number of
     common  shares  outstanding  of 6,711,457  and  7,032,673 in the  six-month
     periods  ended July 31,  1999 and 1998,  respectively,  and  6,734,268  and
     7,049,815  in the  three-month  periods  ended  July  31,  1999  and  1998,
     respectively.

(3)  On February  23,  1998,  the Company  declared a cash  dividend of $.30 per
     share  payable  on April 24,  1998 to  stockholders  of record on April 10,
     1998. On  February 22, 1999, the Company  declared an annual $.32 per share
     cash dividend  payable on April 23, 1999 for the fiscal year ending January
     31, 1999 to  stockholders  of record on April 9, 1999. On June 2, 1999, the
     Company  declared  a  quarterly  $.08 per share  cash  dividend  payable on
     September 10, 1999 to stockholders of record on August 20, 1999.


See accompanying notes to condensed consolidated financial statements.




                                       -3-

<PAGE>
<TABLE>
<CAPTION>

                                                    MET-PRO CORPORATION

                                 CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY

                                                         (unaudited)



                                                                                     Accumulated
                                                  Additional                            Other
                                     Common        Paid-in         Retained         Comprehensive          Treasury
                                     Stock         Capital         Earnings            (Loss)                Stock            Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>             <C>                     <C>             <C>             <C>

Balances, January 31, 1999         $713,862     $7,508,748      $42,718,355             ($85,103)       ($4,930,755)    $45,925,107

Comprehensive income:
  Net income                                                      3,748,978
  Foreign currency translation                                                          (125,427)

  Total comprehensive income                                                                                              3,623,551

Dividends paid, $.32 per share                                   (2,158,079)                                             (2,158,079)

Dividends declared, $.08
   per share                                                       (527,681)                                               (527,681)

Proceeds from issuance of
 common stock under dividend
 reinvestment plan (44,218            4,422        426,907                                                                  431,329
 shares)

Stock option transactions                          (27,180)                                                  42,180          15,000

Purchase of 293,400 shares of
   treasury stock                                                                                        (3,546,273)     (3,546,273)
------------------------------------------------------------------------------------------------------------------------------------
Balances, July 31,  1999           $718,284     $7,908,475      $43,781,573            ($210,530)       ($8,434,848)    $43,762,954
====================================================================================================================================



                                                                                     Accumulated
                                                  Additional                            Other
                                     Common        Paid-in         Retained         Comprehensive          Treasury
                                     Stock         Capital         Earnings         Income/(Loss)           Stock          Total
------------------------------------------------------------------------------------------------------------------------------------
<S>                                <C>          <C>             <C>                    <C>              <C>             <C>
Balances, January 31, 1998         $713,862     $7,868,357      $37,667,872            ($219,015)       ($2,190,247)    $43,840,829

Comprehensive income:
  Net income                                                      3,490,506
  Foreign currency translation                                                            62,362

  Total comprehensive income                                                                                              3,552,868

Dividends paid, $.30 per share                                   (2,100,569)                                             (2,100,569)

Stock option transactions                         (359,609)                                                 721,838         362,229

Purchase of 144,600 shares of
   treasury stock                                                                                        (2,214,426)     (2,214,426)
------------------------------------------------------------------------------------------------------------------------------------
Balances, July 31, 1998            $713,862     $7,508,748      $39,057,809            ($156,653)       ($3,682,835)    $43,440,931
====================================================================================================================================
</TABLE>



See accompanying notes to condensed consolidated financial statements.

                                                                    -4-

<PAGE>
<TABLE>
<CAPTION>

                                                MET-PRO CORPORATION

                                  CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS

                                                   (unaudited)

                                                                                             Six Months Ended
                                                                                                 July 31,
                                                                                    1999                       1998
------------------------------------------------------------------------------------------------------------------------
                                   INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS

<S>                                                                             <C>                          <C>

Net cash provided by operating activities                                       $6,431,201                   $2,940,460
------------------------------------------------------------------------------------------------------------------------

Cash flows from investing activities
    Proceeds from sale of property and equipment                                     8,000                           --
    Acquisitions of property and equipment                                        (526,868)                    (817,462)
    Acquisitions of other intangibles                                               (7,281)                    (412,856)
------------------------------------------------------------------------------------------------------------------------
      Net cash (used in) investing activities                                     (526,149)                  (1,230,318)
------------------------------------------------------------------------------------------------------------------------

Cash flows from financing activities
    Reduction of debt                                                           (1,123,987)                    (945,009)
    Exercise of stock options                                                       15,000                      362,229
    Payment of dividends                                                        (1,726,750)                  (2,100,569)
    Purchase of treasury shares                                                 (3,546,273)                  (2,214,426)
------------------------------------------------------------------------------------------------------------------------
      Net cash (used in) financing activities                                   (6,382,010)                  (4,897,775)
------------------------------------------------------------------------------------------------------------------------

Effect of exchange rate changes on cash                                            (13,580)                       7,491
------------------------------------------------------------------------------------------------------------------------

Net (decrease) in cash and cash equivalents                                       (490,538)                  (3,180,142)

Cash and cash equivalents at February 1                                          7,446,369                   11,253,380
------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at July 31                                            $6,955,831                   $8,073,238
========================================================================================================================




                                          SUPPLEMENTAL CASH FLOW INFORMATION


Cash paid during the period for:

   Interest                                                                       $429,045                     $138,316
   Income taxes                                                                 $1,816,716                   $2,218,572
========================================================================================================================
</TABLE>












See accompanying notes to condensed consolidated financial statements.





                                                        -5-

<PAGE>

                               MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




NOTE 1 - PRINCIPLES OF CONSOLIDATION

The condensed  consolidated financial statements include the accounts of Met-Pro
Corporation  and  its  wholly  owned   subsidiaries   Strobic  Air  Corporation,
Flex-Kleen  Canada  Inc.,  and  Mefiag  B.V.  (collectively   "Met-Pro"  or  the
"Company").  All significant  intercompany  accounts and transactions  have been
eliminated in consolidation.



NOTE 2 - BASIS OF PRESENTATION

In the opinion of management,  the accompanying  unaudited  condensed  financial
statements  contain all  adjustments  necessary to present  fairly the financial
position as of July 31, 1999 and the results of operations for the six-month and
three-month  periods ended July 31, 1999 and 1998, and changes in  stockholders'
equity and cash flows for the  six-month  periods  then  ended.  The  results of
operations  for the  six-month and  three-month  periods ended July 31, 1999 and
1998 are not  necessarily  indicative of the results to be expected for the full
year.  These  condensed  consolidated  financial  statements  should  be read in
conjunction with the audited consolidated financial statements and notes thereto
contained in the Company's Annual Report on Form 10-K for the year ended January
31, 1999.



NOTE 3 - ACQUISITION OF BUSINESS

On October 29,  1998,  the  Company,  pursuant to an Asset  Purchase  Agreement,
purchased all of the operating  assets of Flex-Kleen  Corporation and Flex-Kleen
Canada Limited (collectively "Flex-Kleen") for a purchase price of approximately
$15,000,000  plus  the  assumption  of  ordinary   business   liabilities.   The
acquisition  was  accounted  for  as a  purchase  transaction.  Flex-Kleen  is a
manufacturer  of dry  particulate  collectors  that  are used  primarily  in the
process of  manufacturing  food  products  and  pharmaceuticals.  The  condensed
consolidated  statement  of  operations  for the six-months  ended July 31, 1999
includes the operations of Flex-Kleen.

The  acquisition was completed by a cash payment of  approximately  $15,000,000,
plus acquisition costs, which resulted in approximately $12,150,000 of goodwill.
A bank loan totalling  $12,000,000  having a ten-year term with a fixed interest
rate swap of 5.98% was used to finance the  acquisition.  Payments of  principal
and interest are payable on a quarterly basis.

On a pro-forma  basis,  consolidated  results of  operations  for the  six-month
period ended July 31, 1998 would have been as follows,  if the  acquisition  had
been made as of February 1, 1998:




Net sales                              $38,511,731
Income before taxes on income            6,281,611
Net Income                               3,894,611

Earnings per share, basic                     $.56
Earnings per share, diluted                   $.55














                                       -6-

<PAGE>
                               MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



NOTE 4 - INVENTORIES

Inventories consisted of the following:

                                               July 31,              January 31,
                                                1999                    1999
                                             -----------             -----------
    Raw material                              $6,436,989              $7,246,379
    Work in progress                           2,163,333               2,435,351
    Finished goods                             4,700,408               5,291,439
                                             -----------             -----------
                                             $13,300,730             $14,973,169
                                             ===========             ===========



NOTE 5 - BUSINESS SEGMENT DATA

The Company's  operations are conducted in two business segments as follows: the
manufacture and sale of pollution control systems and allied equipment,  and the
manufacture and sale of fluid handling equipment.

No  significant  intercompany  revenue is realized by either  business  segment.
Interest  income and expense are not  included in the measure of segment  profit
reviewed by  management.  Income  taxes are also not  included in the measure of
segment operating profit reviewed by management.

Financial information by business segment is shown below.


                                                      Six Months Ended July 31,
                                                        1999             1998
                                                    ----------------------------
Net sales
    Pollution control systems and allied equipment  $28,077,235      $16,252,033
    Fluid handling equipment                         13,289,000       13,277,698
                                                    -----------      -----------
                                                    $41,366,235      $29,529,731

Income from operations
    Pollution control systems and allied equipment   $4,004,708       $3,137,751
    Fluid handling equipment                          1,779,970        2,042,342
                                                    -----------      -----------
                                                     $5,784,678       $5,180,093
                                                    ===========      ===========

                                                              July 31,
                                                        1999             1998
                                                    ----------------------------
Identifiable assets
    Pollution control systems and allied equipment  $42,240,578      $24,884,264
    Fluid handling equipment                         19,213,025       20,673,539
                                                    -----------      -----------
                                                     61,453,603       45,557,803
    Corporate                                         7,957,896       10,361,102
                                                    -----------      -----------
                                                    $69,411,499      $55,918,905
                                                    ===========      ===========












                                       -7-

<PAGE>
                               MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



NOTE 6 - EMPLOYEE BENEFIT PLAN

Effective  April 1, 1999, the Company  implemented a 401(k) profit sharing plan.
Substantially  all employees of the Company in the United States are eligible to
participate  in the plan following  their  completion of one year of service and
attaining age 21.  Pursuant to this plan,  employees can contribute up to 15% of
their compensation to the plan. The Company will match up to 50% of the employee
contribution up to 4% of compensation in the form of Met-Pro common stock.



NOTE 7 - RECENT ACCOUNTING PRONOUNCEMENTS

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial  Accounting  Standards  ("SFAS") No. 133,  "Accounting  for Derivative
Instruments  and Hedging  Activities".  SFAS No. 133 is effective for all fiscal
quarters of fiscal years  beginning  after June 15,  2000.  The adoption of this
pronouncement will have no immediate impact on Met-Pro's consolidated results of
operations, financial position or cash flows.



NOTE 8 - ACCOUNTANTS' 10-Q REVIEW

Margolis & Company P.C., the Company's auditors,  has performed a limited review
of the  financial  information  included  herein.  Their  report on such  review
accompanies this filing.
















                                       -8-

<PAGE>
                        REPORT OF INDEPENDENT ACCOUNTANTS





To the Board of Directors
Met-Pro Corporation
Harleysville, Pennsylvania

We have  reviewed  the  accompanying  condensed  consolidated  balance  sheet of
Met-Pro  Corporation  and its wholly owned  subsidiaries as of July 31, 1999 and
the related  condensed  consolidated  statements of operations for the six-month
and three-month  periods ended July 31, 1999 and 1998 and  stockholders'  equity
and cash flows for the  six-month  periods  ended July 31, 1999 and 1998.  These
financial statements are the responsibility of the Company's management.

We  conducted  our  reviews in  accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquiries of persons  responsible  for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with generally accepted auditing standards, the objective of which is
the  expression  of an opinion  regarding the  financial  statements  taken as a
whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the accompanying condensed consolidated financial statements for them
to be in conformity with generally accepted accounting principles.

We have  previously  audited,  in accordance  with generally  accepted  auditing
standards, the consolidated balance sheet as of January 31, 1999 and the related
consolidated statements of operations,  stockholders' equity, and cash flows for
the year then ended (not presented herein); and in our report dated February 25,
1999, we expressed an unqualified opinion on those financial statements.  In our
opinion,  the information set forth in the accompanying  condensed  consolidated
balance sheet as of January 31, 1999 is fairly stated, in all material respects,
in relation to the balance sheet from which it has been derived.





                                                     /s/ Margolis & Company P.C.
                                                    Certified Public Accountants


Bala Cynwyd, Pennsylvania
August 16, 1999












                                       -9-
<PAGE>

                               MET-PRO CORPORATION


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


Results of Operations:

Six Months Ended July 31, 1999 vs Six Months Ended July 31, 1998

Net sales for the six-month period ended July 31, 1999 were $41,366,235 compared
to  $29,529,731  for the  six-month  period ended July 31, 1998,  an increase of
$11,836,504  or  40.1%.  Sales  in the  Pollution  Control  Systems  and  Allied
Equipment  segment were  $28,077,235  or 72.8% higher than the six-month  period
ended  July 31,  1998  due to the  acquisition  of  Flex-Kleen  Corporation  and
Flex-Kleen Canada Limited (collectively  "Flex-Kleen"),  effective as of October
1, 1998,  coupled  with higher  demand  primarily  for our fume and odor control
equipment. Sales in the Fluid Handling Equipment segment were $13,289,000 or .1%
higher compared to the six-month period ended July 31, 1998.

Backlog at July 31, 1999  totaled  $8,680,575  or 55% higher than the backlog of
orders on hand at July 31,  1998.  In  addition,  the Company had an  additional
$6,811,915  of orders which are not included in our backlog due to the Company's
long-standing  policy of not including these orders in backlog until engineering
drawings are approved.

Net income for the six-month period ended July 31, 1999 was $3,748,978  compared
to  $3,490,506  for the  six-month  period ended July 31,  1998,  an increase of
$258,472  or 7.4%.  The  increase  in net income is related to the higher  sales
volume and continuing improvements in controlling costs for the six-month period
ended July 31, 1999.

The gross margin for the  six-month  period ended July 31, 1999 was 34.0% versus
37.8% the same period in the prior year due to lower gross  margins  experienced
in the Pollution Control Systems and Allied Equipment segment.

Selling expense increased  $1,043,385 during the six-month period ended July 31,
1999 compared to the same period last year.  Selling  expense as a percentage of
net  sales was 9.1% for the  six-month  period  ended  July 31,  1999,  a slight
decrease compared to the six-month period ended July 31, 1998.

General and administrative expense was $4,535,500 for the six-month period ended
July 31, 1999 compared to $3,278,041  for the same period last year, an increase
of $1,257,459. The increase was due mainly to amortization,  interest, and other
administrative  expenses  connected with the inclusion of Flex- Kleen.  Interest
expense for the six-months ended July 31, 1999 and 1998 amounted to $429,007 and
$152,426,  respectively.  General and administrative  expense as a percentage of
net sales  decreased to 11.0% for the six-month  period ended July 31, 1999 from
11.1% for the same period last year.

Other income,  net,  decreased  $74,264 for the six-month  period ended July 31,
1999 compared to the six- month period ended July 31, 1998, due to less interest
earned on lower cash balances.

The  effective  tax rate for the  six-month  period  ended July 31, 1999 was 38%
compared to 36.7% for the six-month period ended July 31, 1998.


Three Months Ended July 31, 1999 vs Three Months Ended July 31, 1998

Net  sales for the  three-month  period  ended  July 31,  1999 were  $20,538,207
compared to  $14,588,843  for the  three-month  period ended July 31,  1998,  an
increase of $5,949,364 or 40.8%.  The sales increase can be attributed to higher
sales for the Pollution  Control Systems and Allied Equipment segment as well as
the acquisition of Flex-Kleen.





                                      -10-
<PAGE>
                               MET-PRO CORPORATION


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

Net  income  for the  three-month  period  ended  July 31,  1999 was  $1,877,136
compared to  $1,752,962  for the  three-month  period  ended July 31,  1998,  an
increase  of  $124,174  or 7.1%.  The  increase  in net income is related to the
higher  sales  volume of the  Pollution  Control  Systems  and Allied  Equipment
segment for the three-month period ended July 31, 1999.

The gross  margin  for the  three-month  period  ended  July 31,  1999 was 33.9%
compared to 37.4% for the same period  last year.  The  decrease is due to lower
gross margins  experienced  in Pollution  Control  Systems and Allied  Equipment
segment.

Selling expenses increased $572,755 during the three-month period ended July 31,
1999  compared  to the same  period  last year.  As a  percentage  of net sales,
selling expense increased to 9.1% for the three-month period ended July 31, 1999
from 8.9% for the three-month period ended July 31, 1998.

General and administrative  expense was $2,195,909 during the three-month period
ended July 31,1999  compared to $1,640,631  during the three-month  period ended
July 31, 1998, an increase of $555,278.  General and administrative  expense for
the  three-month  period  ended July 31,  1999  decreased  to 10.7% of net sales
compared to 11.2% for the same period last year.

Other income,  net,  decreased $18,933 for the three-month period ended July 31,
1999 compared to the prior  three-month  period due to less  interest  earned on
lower cash balances.

The effective tax rate for the three-month  period ended July 31, 1999 was 38.0%
compared to 34.3% for the three-month period ended July 31, 1998.


Liquidity:

The  Company's  cash and  cash  equivalents  were  $6,955,831  on July 31,  1999
compared  to  $7,446,369  on January 31,  1999,  a decrease  of  $490,538.  This
decrease is the net result of the payment of the annual cash dividend  amounting
to $1,726,750  (net of $431,329 of dividends  utilized for stock purchased under
the  Dividend   Reinvestment   Plan),   payments  on  long-term  debt  totalling
$1,123,987,  purchase of treasury stock amounting to $3,546,273,  acquisition of
other  intangibles  amounting to $7,281 and investment in property and equipment
amounting  to  $526,868,  offset by positive  cash flow  provided  by  operating
activities of $6,431,201,  proceeds  received from the exercise of stock options
of  $15,000,  and  proceeds  received  from the sale of property  and  equipment
amounting to $8,000.  The Company's  cash flows from  operating  activities  are
influenced by the timing of shipments and  negotiated  standard  payment  terms,
including retention associated with major projects.

Accounts  receivable  (net) amounted to $13,517,911 on July 31, 1999 compared to
$14,492,082 on January 31, 1999,  which  represents a decrease of $974,171.  The
timing and size of shipments  and  retainage  on  contracts,  especially  in the
Pollution Control Systems and Allied Equipment segment,  will influence accounts
receivable balances at any point in time.

Inventories were $13,300,730 on July 31, 1999 compared to $14,973,169 on January
31, 1999, a decrease of $1,672,439.  Inventory balances fluctuate depending upon
market demand, the size and timing of orders and varying lead times required.

Current  liabilities  amounted  to  $14,047,088  on July 31,  1999  compared  to
$14,387,868  on January 31,  1999,  a decrease of  $340,780.  Accounts  payable,
current  portion of long term debt,  customer  advances and other taxes  payable
offset by the increase in accrued expenses and dividends  payable  accounted for
the decrease.







                                      -11-

<PAGE>

                               MET-PRO CORPORATION

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

The  Company  has  consistently  maintained  a high  current  ratio  and has not
utilized  either  the  domestic  line of  credit or the  foreign  line of credit
totalling $5.0 million which are available for working  capital  purposes.  Cash
flows, in general,  have exceeded the current needs of the Company.  The Company
presently foresees no change in this situation in the immediate future.


Capital Resources and Requirements:

Cash flows provided by operating  activities  during the six-month  period ended
July 31, 1999 amounted to $6,431,201  compared with  $2,940,460 in the six-month
period ended July 31, 1998, an increase of $3,490,741.

Cash flows used in investing  activities  during the six-month period ended July
31, 1999 amounted to $526,149  compared with $1,230,318 for the six-month period
ended July 31, 1998. The Company's investing  activities  principally  represent
the acquisitions of property, plant and equipment in the two operating segments.
During the six-month  period ended July 31, 1998, the Company  acquired  certain
assets of a distributor of its Stiles-Kem products,  located in the Southeastern
United States,  for a purchase  price of  approximately  $400,000.  The purchase
price was allocated to customer lists, covenants not to compete and goodwill.

Financing  activities  during the six-month  period ended July 31, 1999 utilized
$6,382,010  of available  resources  compared to  $4,897,775  for the  six-month
period  ended July 31, 1998.  The 1999  activity is the result of the payment of
the annual cash dividend  amounting to $1,726,750  (net of $431,329 of dividends
utilized for stock purchased under the Dividend Reinvestment Plan), reduction of
long-term  debt  totalling  $1,123,987,  plus the  purchase  of  treasury  stock
totalling  $3,546,273,  offset by  proceeds  provided  by the  exercise of stock
options totalling $15,000.

On October  29,  1998,  the  Company  acquired  all of the  operating  assets of
Flex-Kleen  Corporation and Flex-Kleen  Canada Limited from Aqua Alliance,  Inc.
Flex-Kleen  is a  manufacturer  of dry  particulate  collectors  that  are  used
primarily in the process of manufacturing food products and pharmaceuticals. The
Company  paid   approximately   $15,000,000  in  the  transaction   through  the
utilization of $3,000,000  from  available  resources and  $12,000,000  from new
borrowings  of  long-term  debt from Mellon  Bank,  N.A.,  exclusive  of assumed
liabilities.

On February  22, 1999,  the Board of Directors  declared a $.32 per share annual
cash  dividend  (compared to the $.30 per share cash  dividend paid on April 24,
1998) payable on April 23, 1999 to  stockholders of record on April 9, 1999. The
dividend  paid on April  23,  1999 in cash and in  44,218  newly  issued  shares
purchased by stockholders through our dividend  reinvestment program represented
30.1% of the prior fiscal year earnings.

On June 3, 1998,  the Company  announced the initiation of a 350,000 share stock
repurchase program ("1998 Stock Repurchase Program"). The Company completed this
stock  repurchase  program,  during the six-month period ended July 31, 1999. On
May 12,  1999,  the  Company  announced  a new stock  repurchase  program for an
additional  350,000  shares or  approximately  5% of the  Company's  outstanding
stock, to commence after all shares have been  repurchased  under the 1998 Stock
Repurchase Program. The new program was initiated, because in management's view,
the current stock price does not reflect the true stock value. Purchases will be
made from time to time in open market  transactions at the prevailing prices and
in accordance with applicable  rules. The Company may discontinue the program at
any time.  For the  six-month  period  ended  July 31,  1999,  the  Company  had
repurchased  293,400  shares,  121,200 under the plan effective May 12, 1999 and
172,200 shares under the 1998 Stock Repurchase Program.






                                      -12-
<PAGE>

                               MET-PRO CORPORATION


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


On June 2, 1999,  the Board of Directors  declared a quarterly  dividend of $.08
per share payable on September 10, 1999 to  shareholders  of record at the close
of business on August 20,  1999.  Due to the strong  cash flows  generated  from
operating  activities,  the Company announced the change from an annual dividend
which was  traditionally  paid during the month of April to a regular  quarterly
dividend  that is expected to be paid every three months  beginning in September
1999.

Consistent with past practices, the Company intends to continue to invest in new
product development  programs,  and to make capital  expenditures to support the
on-going  operations  during the coming year. The Company expects to finance all
capital expenditure requirements through cash flows generated from operations.


Year 2000 Compliance:

The "Year 2000" issue refers to computer  systems and other equipment  operating
on software  that uses only two digits to represent  the year,  rather than four
digits. As a result,  these systems and equipment may not process information or
otherwise function properly when using the year "2000",  since that year will be
indistinguishable from the year "1900".

The Company initiated a Year 2000 program to assess and develop plans to resolve
the issue both  internally  and  externally.  During  1997,  the  Company  began
developing  a plan to upgrade its business  and  operating  systems to Year 2000
compliant software. Implementation of the upgrade began in 1998 with the initial
testing  of the  system  on a  limited  basis  prior  to  converting  all of the
Company's  locations.  As of May 1998, the Company had completed  implementation
and  testing of its  business  and  operating  systems  at all of the  Company's
facilities.

The Company has surveyed its suppliers,  financial institutions, and others with
which it does business to determine  their Year 2000  readiness  and  coordinate
conversion efforts. Approximately 90% of third party suppliers have responded to
the  Company's  surveys.  At  the  current  time,  respondents  critical  to the
operations of the Company have  indicated  that they are, or reasonably  believe
that they will be, Year 2000 compliant.  If a material risk arises,  the Company
is prepared to implement procedures that will resolve the issues associated with
the risks.  Additionally,  the Company has  established  programs to ensure that
future purchases of equipment and software are Year 2000 compliant.

While  reasonable  actions  have been taken to address the Year 2000 problem and
will  continue  to be taken in the  future  to  mitigate  such  disruption,  the
magnitude of all Year 2000 disturbances cannot be predicted. Management believes
that  past  or  expected  future  capital  requirements  related  to  Year  2000
compliance issues will not have a material impact on the Company's  consolidated
financial position or results of operations.

The information above contains  forward-looking  statements  including,  without
limitation, statements relating to the Company's plans, strategies,  objectives,
expectations,  intentions,  and adequate resources that are made pursuant to the
"Safe Harbor"  provisions  of the Private  Securities  Litigation  Reform Act of
1995. Readers are cautioned that forward-looking  statements about the Year 2000
should be read in conjunction with the Company's  disclosures under the heading:
Cautionary Statement Regarding Forward Looking Statements.








                                      -13-
<PAGE>

                               MET-PRO CORPORATION


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


Cautionary Statement Regarding Forward Looking Statements:

As a cautionary note to investors,  the Company and its representatives may make
oral  or  written  statements  from  time  to  time  that  are  "forward-looking
statements".  This would  include  information  concerning  possible  or assumed
future  activities,  plans,  results of operations of the Company and statements
preceded by,  followed by or that include the words  "anticipates",  "believes",
"designed to", "estimates",  "expects", "foreseeable future", "goal", "intends",
"projects", "projection", "plans", "scheduled", "should" or similar expressions.
For those  statements,  the Company claims the protection of the safe harbor for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995.

There are a number of  important  factors  which could cause  actual  results to
differ materially from those  anticipated.  The Company believes that its future
operating results will continue to be subject to quarterly variations based upon
a wide variety of factors  including  the  cyclical  nature of both the business
segments and the markets  addressed by the Company's  products,  price  erosion,
competitive factors, the timing of new product introductions, changes in product
mix, the  availability  and extent of  utilization  of  manufacturing  capacity,
product  obsolescence and the ability to develop and implement new technologies.
The Company's operating results could also be impacted by sudden fluctuations in
customer  requirements,  currency  exchange rate fluctuations and other economic
conditions  affecting  customer demand and the cost of operations in one or more
of the global  markets in which the Company does  business.  As a participant in
the pollution control and fluid handling  industries,  the Company operates in a
rapidly  changing and highly  competitive  environment.  The Company  sells both
custom  and  industrial  products;  accordingly,  changes in the  conditions  or
composition of any of the Company's customers may have an impact on the Company.
While the Company cannot  predict what effect these various  factors may have on
its financial  results,  the  aggregate  effect of these and other factors could
result in volatility in the Company's future performance and stock price.





























                                      -14-
<PAGE>

                               MET-PRO CORPORATION



PART II - OTHER INFORMATION


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

The annual  meeting of the Company's  stockholders  was held on June 2, 1999. At
that  meeting,  two  proposals  were  submitted  to  a  vote  of  the  Company's
stockholders.  Proposal 1 was a proposal to elect one Director  (with Jeffrey H.
Nicholas  being  the  nominee)  to  serve  until  the  2002  Annual  Meeting  of
Stockholders. Proposal 2 was to ratify the selection of Margolis & Company P. C.
as independent certified public accountants for the Company's fiscal year ending
January 31, 2000.

At the close of business on the record date for the meeting  (which was April 9,
1999),  there were 6,743,998 shares of common stock  outstanding and entitled to
be  voted  at  the  meeting.   Holders  of  6,553,893  shares  of  common  stock
(representing  a like number of votes) were  present at the  meeting,  either in
person or by proxy.

<TABLE>

The following table sets forth the results of the voting on each of the proposals:



                                                                                  Number of Votes
Proposals                                                          For               Against              Abstain
--------------------------------------------------------------------------------------------------------------------
<S>                                                             <C>                  <C>                    <C>

Proposal 1 -- Election of Director:
Jeffrey H. Nicholas                                             6,169,770            384,123                    --

--------------------------------------------------------------------------------------------------------------------

Proposal 2 -- Selection of Margolis
                       & Company P. C.                          6,501,196             16,057                36,640
--------------------------------------------------------------------------------------------------------------------
</TABLE>

Consequently, all proposals were passed by the stockholders.



Item 6(b).  Reports on Form 8-K

There were no reports on Form 8-K filed for the six-month  period ended July 31,
1999.








                                      -15-
<PAGE>

                               MET-PRO CORPORATION





                                   SIGNATURES


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





                                     Met-Pro Corporation
                                     -------------------------------------------
                                     (Registrant)



August 27, 1999                      /s/  William L. Kacin
                                     -------------------------------------------
                                     William L. Kacin,
                                     Chairman, President and
                                     Chief Executive Officer



August 27, 1999                      /s/  Gary J. Morgan
                                     -------------------------------------------
                                     Gary J. Morgan,
                                     Vice President of Finance,
                                     Secretary and Treasurer, Chief
                                     Financial Officer, Chief Accounting Officer
                                     and Director



























                                      -16-