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

                       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, 1998           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 6,896,598 (as of July 31, 1998).



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




<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, 1998 and January 31, 1998..........................................................  2
         Condensed consolidated statement of operations for the six-month
                  and three-month periods ended July 31, 1998 and 1997........................................  3
         Condensed consolidated statement of stockholders' equity for the
                  six-month periods ended July 31, 1998 and 1997..............................................  4
         Condensed consolidated statement of cash flows for the six-month
                  periods ended July 31, 1998 and 1997........................................................  5
         Notes to condensed consolidated financial statements.................................................  6
         Report on review by independent accountants..........................................................  8

  Item 2.   Management's discussion and analysis of financial condition
                  and results of operations...................................................................  9


PART II - OTHER INFORMATION

  Item 4.        Submission of Matters to a Vote of Security Holders.......................................... 13

  Item 6(b).     Reports on Form 8-K.......................................................................... 13

SIGNATURES.................................................................................................... 14
</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                                                                             1998                         1998
------------------------------------------------------------------------------------------------------------------------
<S>                                                                           <C>                           <C>    
Current assets
    Cash and cash equivalents                                                  $ 8,073,238                  $11,253,380
    Accounts receivable, net of allowance for doubtful
       accounts of approximately $276,000 and
       $280,000, respectively                                                   10,128,616                   10,664,310
    Notes receivable, ESOT                                                              --                      200,000
    Inventories - Note 3                                                        13,241,599                   12,210,749
    Prepaid expenses, deposits and other current assets                          1,230,123                      723,965
    Deferred income taxes                                                        1,014,856                    1,014,856
------------------------------------------------------------------------------------------------------------------------
          Total current assets                                                  33,688,432                   36,067,260

Property, plant and equipment, net                                              13,931,444                   13,787,596
Costs in excess of net assets of businesses acquired, net                        7,219,406                    7,198,915
Other assets                                                                     1,079,623                      930,469
------------------------------------------------------------------------------------------------------------------------
          Total assets                                                         $55,918,905                  $57,984,240
========================================================================================================================

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------------------------------------------------------------------------------------------
    Current portion of long-term debt                                          $   895,942                  $ 1,441,964
    Accounts payable                                                             3,091,564                    2,648,943
    Accrued salaries, wages and expenses                                         5,614,831                    6,523,442
    Payroll and other taxes payable                                                138,752                        5,746
    Customers' advances                                                            234,289                      647,450
------------------------------------------------------------------------------------------------------------------------
          Total current liabilities                                              9,975,378                   11,267,545

Long-term debt                                                                   1,843,060                    2,242,047
Other non-current liabilities                                                      288,938                      249,037
Deferred income taxes                                                              370,598                      384,782
------------------------------------------------------------------------------------------------------------------------
          Total liabilities                                                     12,477,974                   14,143,411
------------------------------------------------------------------------------------------------------------------------

Stockholders' equity
    Common stock, $.10 par value; 18,000,000 shares
       authorized, 7,138,625 shares issued at both dates,
       of which 242,027 and 145,152 shares were reacquired
       and held in treasury at the respective dates                                713,862                      713,862
    Additional paid-in capital                                                   7,508,748                    7,868,357
    Retained earnings                                                           39,057,809                   37,667,872
    Accumulated other comprehensive income                                        (156,653)                    (219,015)
    Treasury stock, at cost                                                     (3,682,835)                  (2,190,247)
------------------------------------------------------------------------------------------------------------------------
          Net stockholders' equity                                              43,440,931                   43,840,829
------------------------------------------------------------------------------------------------------------------------
          Total liabilities and stockholders' equity                           $55,918,905                  $57,984,240
========================================================================================================================
</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,
                                                                1998               1997               1998               1997
---------------------------------------------------------------------------------------------------------------------------------
<S>                                                          <C>                <C>                <C>                <C>        
Net sales                                                    $29,529,731        $30,779,562        $14,588,843        $15,866,826

Cost of goods sold                                            18,365,829         19,424,561          9,127,840         10,204,285
---------------------------------------------------------------------------------------------------------------------------------

Gross profit                                                  11,163,902         11,355,001          5,461,003          5,662,541
---------------------------------------------------------------------------------------------------------------------------------

Operating expenses

    Selling                                                    2,705,768          2,778,105          1,298,311          1,390,518

    General and administrative                                 3,278,041          3,416,994          1,640,631          1,715,554
---------------------------------------------------------------------------------------------------------------------------------
                                                               5,983,809          6,195,099          2,938,942          3,106,072
---------------------------------------------------------------------------------------------------------------------------------

Income from operations                                         5,180,093          5,159,902          2,522,061          2,556,469

Other income, net                                                336,324            555,069            145,927            377,573
---------------------------------------------------------------------------------------------------------------------------------

Income before taxes                                            5,516,417          5,714,971          2,667,988          2,934,042

Provision for taxes                                            2,025,911          2,228,839            915,026          1,144,277
---------------------------------------------------------------------------------------------------------------------------------

Net income                                                   $ 3,490,506        $ 3,486,132        $ 1,752,962        $ 1,789,765
=================================================================================================================================

Earnings per share, basic (1)                                       $.50               $.49               $.25               $.25

Earnings per share, diluted (2)                                     $.50               $.49               $.25               $.25

Cash dividend per share - declared (3)                              $.30               $.27               $ --               $ --

Cash dividend per share - paid (3)                                  $.30               $.27               $ --               $ --
=================================================================================================================================
</TABLE>

(1) Basic  earnings  per share are based  upon the  weighted  average  number of
    common  shares  outstanding  of 6,974,394  and  7,068,152  in the  six-month
    periods  ended  July 31,  1998 and 1997,  respectively,  and  6,989,563  and
    7,066,219  in  the  three-month  periods  ended  July  31,  1998  and  1997,
    respectively.

(2) Diluted  earnings  per share are based upon the weighted  average  number of
    common  shares  outstanding  of 7,032,673  and  7,157,599  in the  six-month
    periods  ended  July 31,  1998 and 1997,  respectively,  and  7,049,815  and
    7,156,007  in  the  three-month  periods  ended  July  31,  1998  and  1997,
    respectively.

(3) On February 23, 1998,  the Company  declared a $.30  per share cash dividend
    payable on April 24, 1998 to  shareholders  of record  on April 10, 1998. On
    February 24, 1997,  the Company  declared a cash dividend of $.27  per share
    payable on April 25, 1997 to shareholders of record on April 11, 1997.
                                                       

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       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                                                                            (2,214,426)     (2,214,426)
   treasury stock
------------------------------------------------------------------------------------------------------------------------------------
Balances, July 31, 1998                 $713,862     $7,508,748      $39,057,809       ($156,653)       ($3,682,835)    $43,440,931
====================================================================================================================================


                                                                                        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, 1997              $713,862     $8,260,289      $32,467,223        $ 19,121        ($1,107,569)    $40,352,926

Comprehensive income:
  Net income                                                           3,486,132
  Foreign currency translation                                                          (257,787)

     Total comprehensive income                                                                                           3,228,345

Dividends paid, $.27 per share                                        (1,915,832)                                        (1,915,832)

Stock option transactions                              (434,733)                                            897,752         463,019
Purchase of 43,300 shares of                                                                               (603,865)       (603,865)
   treasury stock
------------------------------------------------------------------------------------------------------------------------------------
Balances, July 31, 1997                 $713,862     $7,825,556      $34,037,523       ($238,666)         ($813,682)    $41,524,593
====================================================================================================================================
</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,
                                                                                    1998                        1997
------------------------------------------------------------------------------------------------------------------------
                                   INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
                                                                        
<S>                                                                            <C>                         <C>    

Net cash provided by operating activities                                      $ 2,940,460                 $ 4,267,574
------------------------------------------------------------------------------------------------------------------------

Cash flows from investing activities
    Proceeds from sale of property and equipment                                        --                     668,019
    Acquisitions of property and equipment                                        (817,462)                   (671,248)
    Acquisitions of other intangibles                                             (412,856)                         --
------------------------------------------------------------------------------------------------------------------------
      Net cash (used in) investing activities                                   (1,230,318)                     (3,229)
------------------------------------------------------------------------------------------------------------------------

Cash flows from financing activities
    Reduction of debt                                                             (945,009)                   (791,350)
    Exercise of stock options                                                      362,229                     430,425
    Payment of dividends                                                        (2,100,569)                 (1,915,832)
    Purchase of treasury shares                                                 (2,214,426)                   (603,865)
------------------------------------------------------------------------------------------------------------------------
      Net cash (used in) financing activities                                   (4,897,775)                 (2,880,622)
------------------------------------------------------------------------------------------------------------------------

Effect of exchange rate changes on cash                                              7,491                     (56,557)
------------------------------------------------------------------------------------------------------------------------

Net increase (decrease) in cash and cash equivalents                            (3,180,142)                  1,327,166

Cash and cash equivalents at February 1                                         11,253,380                   9,070,976
------------------------------------------------------------------------------------------------------------------------
Cash and cash equivalents at July 31                                           $ 8,073,238                 $10,398,142
========================================================================================================================




                                          SUPPLEMENTAL CASH FLOW INFORMATION
                                                                        
Cash paid during the period for:

   Interest                                                                     $  138,316                  $  169,594
   Income taxes                                                                 $2,218,572                  $2,170,857
========================================================================================================================
</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  ("Met-Pro"  or the  "Company"),
Strobic Air Corporation and Mefiag B.V. 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, 1998 and the results of operations for the six-month and
three-month  periods  ended  July  31,  1998  and  1997,  and the  statement  of
stockholders'  equity and the statement of cash flows for the six-month  periods
then ended. The results of operations for the six-month and three-month  periods
ended July 31, 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, 1998.

In June 1997,  the  Financial  Accounting  Standards  Board (the "FASB")  issued
Statement  of  Financial  Accounting  Standards  ("SFAS")  No.  130,  "Reporting
Comprehensive  Income".  The Company  adopted  SFAS No. 130 in the  three-months
ended April 30, 1998. This standard  expands or modifies  disclosures and has no
impact on the Company's  consolidated results of operations,  financial position
or cash flows.

In June 1997,  the FASB issued SFAS No. 131,  "Disclosures  about Segments of an
Enterprise and Related Information".  SFAS No. 131 establishes standards for the
way public business  enterprises report information about segments in annual and
interim financial reports issued to shareholders.  It also establishes standards
for related disclosures about products and services,  geographic areas and major
customers.  SFAS No. 131 is effective for financial  statements for fiscal years
beginning  after December 15, 1997.  Financial  statement  disclosures for prior
periods are required to be restated. Met-Pro is in the process of evaluating the
disclosure  requirements.  The  adoption  of SFAS No. 131 will have no impact on
Met-Pro's consolidated results of operations, financial position or cash flows.

In February 1998, the FASB issued SFAS No. 132,  "Employer's  Disclosures  about
Pensions and Other Postretirement  Benefits". SFAS No. 132 establishes standards
for the disclosures of pension and other  postretirement  benefit plans. It does
not change the measurement and recognition  standards for those plans,  but does
revise and replace the prior disclosure requirements.  SFAS No. 132 is effective
for  fiscal  years  beginning  after  December  15,  1997.  Financial  statement
disclosures  for prior  periods are required to be  restated.  Met-Pro is in the
process of evaluating the disclosure requirements.  The adoption of SFAS No. 132
will have no impact on Met-Pro's  consolidated results of operations,  financial
position or cash flows.















                                       -6-


<PAGE>



                               MET-PRO CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




NOTE 3 - INVENTORIES

Inventories consisted of the following:

                                               July 31,            January 31,
                                                1998                  1998
                                             -----------           -----------
    Raw material                             $ 6,040,947           $ 5,570,663
    Work in progress                           2,170,598             2,001,618
    Finished goods                             5,030,054             4,638,468
                                             -----------           -----------

                                             $13,241,599           $12,210,749
                                             ===========           ===========


NOTE 4 - 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.



















                                       -7-


<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS





To the Board of Directors
Met-Pro Corporation and its Wholly Owned Subsidiaries
Harleysville, Pennsylvania

We have  reviewed  the  accompanying  condensed  consolidated  balance  sheet of
Met-Pro  Corporation  and its wholly owned  subsidiaries as of July 31, 1998 and
the related  condensed  consolidated  statements of operations for the six-month
and three-month  periods ended July 31, 1998 and 1997 and  stockholders'  equity
and cash flows for the  six-month  periods  ended July 31, 1998 and 1997.  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, 1998 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 19,
1998, 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, 1998 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 19, 1998
















                                       -8-


<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, 1998 vs Six-months Ended July 31, 1997

Net sales for the six-month period ended July 31, 1998 were $29,529,731 compared
to  $30,779,562  for the  six-month  period  ended July 31,  1997, a decrease of
$1,249,831.  The sales  decrease  can be  attributed  to the impact of  economic
conditions  in the  Pacific  Rim  countries,  especially  in the Fluid  Handling
Equipment  segment,  combined  with the  timing  of  shipments  due to  contract
requirements in the Pollution Control Systems and Allied Equipment segment.

The  backlog  of  $5,598,185  at July 31,  1998 was 8.9% lower  compared  to the
backlog at the  beginning of the fiscal year.  Bookings of new orders were 12.5%
lower for the six-month period ended July 31, 1998 than for the six-month period
ended July 31, 1997. This does not include an additional $7,881,080 of orders in
house at July 31,  1998  compared  to  $3,517,559  at January  31,  1998  which,
according to our longstanding  policy, are not included in the backlog until, as
engineered products, complete drawings have been approved.

Net income for the six-month period ended July 31, 1998 was $3,490,506  compared
to $3,486,132 for the six-month period ended July 31, 1997, a slight increase of
$4,374. The increase in net income is related to continuing cost controls offset
by lower sales volume for the six-month period ended July 31, 1998.

The gross margin for the six-month period ended July 31, 1998 was 37.8% compared
to 36.9% for the same period last year.  The  improvement in gross margin can be
attributed to a combination of improved capacity  utilization,  product mix, and
production efficiencies in both segments.

Selling  expense  decreased  $72,337 during the six-month  period ended July 31,
1998 compared to the same period last year.  Selling  expense as a percentage of
net  sales was 9.2% for the  six-month  period  ended  July 31,  1998,  a slight
increase compared to the six-month period ended July 31, 1997.

General and administrative expense was $3,278,041 for the six-month period ended
July 31, 1998 compared to  $3,416,994  for the same period last year, a decrease
of  $138,953.  The  Company's  continued  focus on cost  controls  enabled it to
decrease overall general and administrative expenses. General and administrative
expense as a percentage of net sales was the same as the prior year at 11.1%.

Other income,  net,  decreased  $218,745 for the six-month period ended July 31,
1998 compared to the prior  six-month  period due to the gain on the sale of the
former Strobic Air Corporation  facility included for the six-month period ended
July 31, 1997.

The effective  tax rate for the  six-month  period ended July 31, 1998 was 36.7%
compared to 39.0% for the six-month period ended July 31, 1997.

    Three-months Ended July 31, 1998 vs Three-months Ended July 31, 1997

Net  sales for the  three-month  period  ended  July 31,  1998 were  $14,588,843
compared to  $15,866,826  for the  three-month  period  ended July 31,  1997,  a
decrease of  $1,277,983  or 8.1%.  The sales  decrease can be  attributed to the
impact of economic  conditions in the Pacific Rim  countries,  especially in the
Fluid Handling Equipment  segment,  combined with the timing of shipments due to
contract  requirements  in the Pollution  Control  Systems and Allied  Equipment
segment.

Net  income  for the  three-month  period  ended  July 31,  1998 was  $1,752,962
compared  to  $1,789,765  for the  three-month  period  ended July 31,  1997,  a
decrease of $36,803 or 2.1%.  The decrease in net income is related to the lower
sales volume offset by continuing cost controls for the three-month period ended
July 31, 1998.


                                       -9-


<PAGE>



                               MET-PRO CORPORATION


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


The gross  margin  for the  three-month  period  ended  July 31,  1998 was 37.4%
compared to 35.7% for the same period last year.  The  improvement  in the gross
margin can be  attributed  to a combination  of improved  capacity  utilization,
product mix, and production efficiencies in both business segments.

Selling expenses  decreased $92,207 during the three-month period ended July 31,
1998  compared  to the same  period  last year.  As a  percentage  of net sales,
selling expense increased to 8.9% for the three-month period ended July 31, 1998
from 8.8% for the three-month period ended July 31, 1997.

General and administrative  expense was $1,640,631 during the three-month period
ended July 31,1998  compared to $1,715,554  during the three-month  period ended
July 31, 1997, a decrease of $74,923. General and administrative expense for the
three-month  period ended July 31, 1998 increased to 11.2% of net sales compared
to 10.8% for the same period last year.

Other income,  net, decreased $231,646 for the three-month period ended July 31,
1998 compared to the prior three-month period due to the gain on the sale of the
former Strobic Air Corporation facility included in the three-month period ended
July 31, 1997.

The effective tax rate for the three-month  period ended July 31, 1998 was 34.3%
compared to 39.0% for the six-month period ended July 31, 1997.

Liquidity:

The Company's cash and cash equivalents was $8,073,238 on July 31, 1998 compared
to $11,253,380  on January 31, 1998, a decrease of $3,180,142.  This decrease is
the net  result of  positive  cash flow  provided  by  operating  activities  of
$2,940,460,  proceeds  received  from the exercise of stock options of $362,229,
offset by payment of the annual cash dividend amounting to $2,100,569,  payments
on long-term debt totalling  $945,009,  open market purchases of stock under the
Company's  stock  repurchase  programs  amounting to $2,214,426,  acquisition of
other intangibles amounting to $412,856 and investment in property and equipment
amounting to $817,462.  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 $10,128,616 on July 31, 1998 compared to
$10,664,310 on January 31, 1998,  which  represents a decrease of $535,694.  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 $13,241,599 on July 31, 1998 compared to $12,210,749 on January
31, 1998, an increase of $1,030,850. Inventory balances fluctuate depending upon
market demand, the size and timing of orders and long lead times required.

Current  liabilities  amounted  to  $9,975,378  on July  31,  1998  compared  to
$11,267,545  on January 31, 1998, a decrease of  $1,292,167.  Accounts  payable,
accrued  payroll and other taxes  payable,  offset by the  reduction  in accrued
expenses, customer advances and the current portion of long-term debt, accounted
for the decrease.

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. Funds,
in  general,  have  exceeded  the  current  needs of the  Company.  The  Company
presently foresees no change in this situation, in the immediate future.





                                      -10-


<PAGE>



                               MET-PRO CORPORATION


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


Capital Resources and Requirements:

Cash flows provided by operating  activities  during the six-month  period ended
July 31, 1998 amounted to $2,940,460  compared with  $4,267,574 in the six-month
period ended July 31, 1997, a decrease of $1,327,114.

Cash flows used in investing  activities  during the six-month period ended July
31, 1998  amounted to $1,230,318  compared with $3,229 for the six-month  period
ended July 31, 1997. 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, 1998 utilized
$4,897,775  of available  resources  compared to  $2,880,622  for the  six-month
period  ended July 31, 1997.  The 1998  activity is the result of the payment of
the annual cash dividend  amounting to  $2,100,569,  reduction of long-term debt
totalling  $945,009,  plus open market  purchases  of stock under the  Company's
stock repurchase programs totalling  $2,214,426,  offset by proceeds provided by
the exercise of stock options totalling $362,229.

On February  23, 1998,  the Board of Directors  declared a $.30 per share annual
cash dividend (compared to the $.27 per share cash dividend paid in April, 1997)
payable  on April 24,  1998 to  stockholders  of record on April 10,  1998.  The
dividend paid April 24, 1998 on the Common Stock  represented 29.5% of the prior
fiscal year earnings.

On June 3, 1998,  the Company  announced the initiation of a 350,000 share stock
repurchase program.  The stock repurchase program of 150,000 shares announced on
August  13,  1997  has  been  completed.  The  stock  repurchase  programs  were
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  this program at any time. For the six-month
period ended July 31, 1998, the Company has repurchased 144,600 shares under the
two stock repurchase programs.

On August 19, 1998, the Company  announced that a Letter of Intent was signed to
purchase the assets of the  Flex-Kleen  subsidiary of Research  Cottrell Inc., a
subsidiary  of  Air  and  Water  Technologies  Corporation,   in  an  all  cash
transaction. The purchase price was not disclosed.  Flex-Kleen is a manufacturer
of dry  particulate  collectors  that  are  used  primarily  in the  process  of
manufacturing food products and pharmaceuticals.  The acquisition is expected to
close by October 31, 1998 and will be effective  as of July 31,  1998.  Upon the
closing,  Flex-Kleen's  activities would be included in the Company's  operating
results  from  the  third  quarter  onward.  The  Company  expects  to fund  the
transaction  with a  combination  of cash on hand  and new bank  borrowings.  No
assurances can be given that this acquisition will be completed.

Consistent with past practices, the Company expects 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.












                                      -11-


<PAGE>



                               MET-PRO CORPORATION


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


Year 2000 Compliance:

During the fiscal year ended  January 31, 1998,  the Company began to modify its
computer  software to  correctly  process  dates for the Year 2000.  The Company
presently believes that the modifications to its existing software are complete.
Although the Company does not expect that it will incur  material  sums prior to
the year 2000 in connection  with computer  software  modifications  required in
connection  therewith,  no assurances  can be given as to this, or as to whether
the Company will not be adversely affected by Year 2000 compliance problems.


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  "believes",  "expects",
"anticipates",  "intends"  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. In addition,  although
the Company has signed a Letter of Intent for an acquisition which, if completed
as  proposed,  would be included in the  results of  operations  for the quarter
beginning  August 1, 1998, there can be no assurances that this transaction will
be completed. See "Capital Resources and Requirements".  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 products to customers, 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.

















                                      -12-


<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 3, 1998. At
that  meeting,  two  proposals  were  submitted  to  a  vote  of  the  Company's
stockholders.  Proposal 1 was a proposal to elect two Directors (with William L.
Kacin and  Nicholas  DeBenedictis  being the  nominees)  to serve until the 2001
Annual  Meeting of  Stockholders,  one  Director  (with Gary J. Morgan being the
nominee) to serve until the 2000 Annual Meeting of Stockholders and one Director
(with  Jeffrey H.  Nicholas  being the  nominee)  to serve until the 1999 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, 1999.

At the close of business on the record date for the meeting (which was April 10,
1998),  there were 6,999,298 shares of common stock  outstanding and entitled to
be  voted  at  the  meeting.   Holders  of  6,140,449  shares  of  common  stock
(representing  a like number of votes) were  present at the  meeting,  either in
person or by proxy.

The  following  table  sets  forth  the  results  of the  voting  on each of the
proposals  (including,  the case of  Proposal  1, the results of the voting with
respect to each nominee):

<TABLE>
                                                                                     Number of Votes
Proposals                                                               For              Against          Abstain
--------------------------------------------------------------------------------------------------------------------
<S>                                                                  <C>                 <C>                <C>
Proposal 1 -- Election of Directors:
William L. Kacin                                                     5,924,130           216,319                --
Nicholas DeBenedictis                                                6,010,645           129,804                --
Gary J. Morgan                                                       5,964,520           175,929                --
Jeffrey H. Nicholas                                                  5,970,764           169,685                --

--------------------------------------------------------------------------------------------------------------------
Proposal 2 -- Selection of Margolis
                       & Company P. C.                               6,111,606             7,930            20,913
--------------------------------------------------------------------------------------------------------------------
</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,
1998.









                                      -13-

<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 28, 1998                /s/  William L. Kacin
                               ----------------------------------------
                               William L. Kacin,
                               President and
                               Chief Executive Officer



August 28, 1998                /s/  Gary J. Morgan
                               ----------------------------------------
                               Gary J. Morgan,
                               Vice President of Finance,
                               Secretary and Treasurer, Chief Financial
                               Officer and Chief Accounting Officer
                              






























                                      -14-