SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    AMMENDED

                                    FORM 10-Q


                  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934


                      For the quarter ended: March 31, 1999


                          Commission file number: 1-448


                                  MESTEK, INC.


                            Pennsylvania Corporation


                       I.R.S. Employer Identification No.
                                   25-0661650


                              260 North Elm Street
                         Westfield, Massachusetts 01085


                            Telephone: (413) 568-9571




The Registrant 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 has
been subject to such filing requirements for the past 90 days.



The  number of  shares of Common  Stock  outstanding  as of April  30,1999,  was
8,873,105.


<PAGE>



                                  MESTEK, INC.

                          QUARTERLY REPORT ON FORM 10-Q
                    FOR THE THREE MONTHS ENDED MARCH 31, 1998


                                      INDEX

PART I - FINANCIAL INFORMATION Page No.
--------

Condensed consolidated balance sheets at March 31, 1999
     and December 31, 1998                                                 3 - 4

Condensed consolidated statements of income for the three
     months ended March 31, 1999 and 1998                                      5

Condensed consolidated statements of cash flows for the three
     months ended March 31, 1999 and 1998                                      6

Condensed consolidated statement of changes in shareholders' equity
     for the period from January 1, 1998 through March 31, 1999                7

Notes to the condensed consolidated financial statements                  8 - 12

Management's Discussion and Analysis of Financial Condition
     and Results of Operations                                                13


PART II - OTHER INFORMATION

Statement of Computation of Per share Earnings                                14


SIGNATURE                                                                     14

In the opinion of management,  the  information  contained  herein  reflects all
adjustments  necessary to make the results of operations for the interim periods
a fair  statement  of such  operations.  All  such  adjustments  are of a normal
recurring nature.

                                        2

<PAGE>



                         PART I - FINANCIAL INFORMATION


Item 1 - Financial Statements


                                  MESTEK, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (Unaudited)



                                                           March 31,   Dec. 31,
                                                             1999        1998
                                                          ----------- ----------
                                                          (Dollars in thousands)
ASSETS
Current Assets
Cash                                                          $ 2,633    $ 3,777
Accounts Receivable - less allowances of,
   $3,813 and $3,443 respectively                              56,439     55,443
Unbilled Accounts Receivable                                      298        286
Inventories                                                    56,349     52,980
Other Current Assets                                            5,886      5,103
                                                            ---------  ---------

Total Current Assets                                          121,605    117,589

Property and Equipment - net                                   67,199     55,841
Other Assets and Deferred Charges - net                         7,731      7,148
Excess of Cost over Net Assets of Acquired Companies           31,177     24,565
                                                            ---------  ---------

Total Assets                                                $ 227,712  $ 205,143
                                                            =========  =========





See the Notes to Condensed Consolidated Financial Statements.


Continued on next page






                                       3

<PAGE>



                                  MESTEK, INC.
                CONDENSED CONSOLIDATED BALANCE SHEETS (continued)
                                   (Unaudited)



                                                          March 31,     Dec. 31,
                                                            1999         1998
                                                        ------------- ----------
                                                          (Dollars in thousands)


LIABILITIES, AND SHAREHOLDERS' EQUITY
Current Liabilities
  Current Portion of Long-Term Debt                     $  36,442      $ 12,750
  Accounts Payable                                         15,321        20,126
  Accrued Compensation                                      3,944         6,187
  Accrued Commissions                                       3,832         3,985
  Progress Billings in Excess of Cost 
      and Estimated Earnings                                3,085         3,150
 Customer Deposits                                          5,531         5,746
 Other Accrued Liabilities                                 19,393        16,230
                                                        ----------    ----------
    Total Current Liabilities                              87,548        68,174

Long-Term Debt                                                415           438
Other Liabilities                                             355           370
                                                        ----------    ----------
         Total Liabilities                                 88,318        68,982
                                                        ----------    ----------

Minority Interests                                          2,911         2,863
                                                        ----------    ----------

Shareholders' Equity
     Common Stock - no par, stated value $0.05 per share,
         9,610,135 shares issued                              479           479
     Paid in Capital                                       15,434        15,434
     Retained Earnings                                    128,782       125,263
     Treasury Shares, at cost, (737,030 and 719,830
         common shares, respectively)                      (7,129)       (6,790)
     Cumulative Translation Adjustment                     (1,083)       (1,088)
                                                        ----------    ----------
         Total Shareholders' Equity                       136,483       133,298
                                                        ----------    ----------

         Total Liabilities, and Shareholders' Equity    $ 227,712     $ 205,143
                                                        ==========    ==========



See the Notes to Condensed Consolidated Financial Statements.



                                        4

<PAGE>



                                  MESTEK, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)


                                                           Three Months Ended
                                                              March 31,
                                              1999                       1998  
                                            --------                   --------
                                        (In thousands, except for share amounts)


Net Sales                                                 $ 77,562     $ 71,634
Net Service Revenues                                         4,464        4,015
                                                         ----------   ----------

Total Revenues                                              82,026       75,649

Cost of Goods Sold                                          55,969       51,888
Cost of Service Revenues                                     3,022        2,589
                                                         ----------   ----------

Gross Profit                                                23,035       21,172

Selling Expense                                             10,719        9,753
General and Administrative Expense                           4,031        3,707
Engineering Expense                                          2,152        1,988
                                                         ----------   ----------

Operating Profit                                             6,133        5,724

Interest Expense                                              (259)        (159)
Other Income (Expense) - net                                  (183)        (127)
                                                         ----------   ----------
Income Before Income Taxes                                   5,691        5,438

Income Taxes                                                 2,172        2,068
                                                         ----------   ----------

Net Income                                                 $ 3,519      $ 3,370
                                                         ==========   ==========

Basic Earnings Per Common Share                              $ .40        $ .38
                                                         ==========   ==========

Basic Weighted Average Shares Outstanding                    8,881        8,926
                                                         ==========   ==========

Diluted Earnings Per Common Share                            $ .40        $ .38
                                                         ==========   ==========

Diluted Weighted Average Shares Outstanding                  8,908        8,950
                                                         ==========   ==========

See the Notes to Condensed Consolidated Financial Statements.



                                        5

<PAGE>



                                  MESTEK, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                           Three Months Ended
                                                                March 31,
                                                           1999          1998
                                                         --------      --------
                                                         (Dollars in thousands)

Cash Flows from Operating Activities:
Net Income                                                  $  3,519   $  3,370
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation and Amortization                                  2,221      1,929
Provision for Losses on Accounts Receivable                      108         75
Change in Assets & Liabilities:
Cash Flows Provided by (Used in) Changes In:
Accounts Receivable                                            2,678      6,329
Unbilled Accounts Receivable                                     (12)       (21)
Inventory                                                        137     (4,512)
Other Assets                                                     256        274
Accounts Payable                                              (5,823)    (3,331)
Accrued Expenses                                                (819)    (1,354)
Progress Billings                                                (65)      (700)
Other Long Term Liabilities                                      (15)        -
                                                             --------   --------
Net Cash Provided by Operating Activities                      2,185      2,059
                                                             --------   --------

Cash Flows from Investing Activities:
Capital Expenditures                                          (3,771)    (2,418)
Acquisition of Businesses (net of cash acquired)             (22,941)       -
                                                             --------   --------
Net Cash Used in Investing Activities                        (26,712)   ( 2,418)
                                                             --------   --------

Cash Flows from Financing Activities:
Net Borrowings Under Line of Credit Agreements                23,690     14,720
Principal Payments Under Long Term Debt Obligations              (21)   (15,016)
Increase in Minority Interests                                    48         60
Repurchase of Common Stock                                      (339)       -  
Cumulative Translation Adjustments                                 5        ( 1)
                                                             --------   --------
Net Cash Provided by (Used in) Financing Activities           23,383      ( 237)
                                                             --------   --------

Net Decrease in Cash and Cash Equivalents                     (1,144)     ( 596)
Cash and Cash Equivalents - Beginning of Period                3,777      2,494
                                                             --------   --------

Cash and Cash Equivalents - End of Period                    $ 2,633     $ 1,898
                                                             ========    =======

See the Notes to Condensed Consolidated Financial Statements.


                                        6

<PAGE>



                                  MESTEK, INC.
       CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY
                                   (Unaudited)


              For the period January 1, 1998 through March 31, 1999



                                Additional                   Cumulative
                          Common Paid In  Retained  Treasury Translation
                           Stock Capital  Earnings   Shares  Adjustment  Total

Balance - January 1, 1998  $479  $15,434  $109,199  ($6,109)   ($996)  $118,007

Net Income                                  16,064                       16,064
Common Stock Repurchased                               (681)               (681)
Cumulative Translation Adjustment                                (92)       (92)
                           ----- -------  --------  -------- --------  ---------
Balance-December 31, 1998  $479  $15,434  $125,263  ($6,790) ($1,088)  $133,298

Net Income                                   3,519                        3,519
Common Stock Repurchased                               (339)               (339)
Cumulative Translation Adjustment                                  5          5
                           ----- -------- --------- -------- --------  ---------

Balance - March 31, 1999   $479  $15,434  $128,782  ($7,129) ($1,083)  $136,483
                           ===== ======== ========= ======== ========  =========



See the Notes to Condensed Consolidated Financial Statements.



                                        7

<PAGE>



                                  MESTEK, INC.

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)


Note 1 - Significant Accounting Policies

Basis of Presentation

The  condensed  consolidated  financial  statements  include the accounts of the
company and its  wholly-owned  subsidiaries.  In the opinion of management,  the
financial  statements  include all material  adjustments,  consisting  solely of
normal recurring adjustments, necessary for a fair presentation of the Company's
financial  position,  results of operations and cash flows.  The results of this
interim period are not necessarily indicative of results for the entire year.

Inventories

Inventories  are valued at the lower of cost or market.  Cost of  inventories is
determined principally by the last-in, first-out (LIFO) method.

Income Taxes

Provisions  for income tax in the  amounts of  $2,172,000  and  $2,068,000  were
recorded  for  the  three  month   periods   ended  March  31,  1999  and  1998,
respectively.

Goodwill

The Company  amortizes  Goodwill on the straight  line basis over the  estimated
period to be benefitted.  The  acquisitions of National  Northeast  Corporation,
National  Southeast  Aluminum  Corporation,  and Heat  Exchangers,  Inc. in 1995
resulted in Goodwill of $11,118,000  which is being amortized over 25 years. The
acquisitions of Rowe Machinery & Automation,  Inc., and Omega Flex, Inc. in 1996
resulted in Goodwill of $7,729,000  which is being amortized over 25 years.  The
acquisition of Hill Engineering,  Inc. on January 31, 1997, resulted in Goodwill
of  $2,892,000  which  is being  amortized  over 25  years.  The  acquistion  of
Anemostat,  as  more  fully  described  in  Note  2,  resulted  in  Goodwill  of
approximately  $6,800,000,  which will be amortized  over 25 years.  The Company
continually  evaluates the carrying value of Goodwill.  Any impairments would be
recognized  when the  expected  future  operating  cash flows  derived from such
Goodwill is less than their carrying value.

Reclassification

Reclassifications   are  made   periodically  to  previously   issued  financial
statements to conform with the current year presentation.


                                       8


<PAGE>



Note 2 - Business Acquistion


On March 26,  1999,  the Company  acquired  substantially  all of the  operating
assets of the  Anemostat  Products  and  Anemostat-West  Divisions  of  Dynamics
Corporation of America, (collectively,  Anemostat), a wholly-owned subsidiary of
CTS Corporation.  Anemostat  manufactures  commercial air distribution  products
(grilles,  registers,  diffusers  and  VAV  boxes);  security  air  distribution
products;  and door  and  vision  frame  products  for the  HVAC and  commercial
building industries at locations in Scranton, Pennsylvania, (Anemostat Products)
and  Carson,   California,   (Anemostat-West).   The   Anemostat   products  are
complementary  to the  Company's  existing  louver  and damper  businesses.  The
purchase  price  paid for the assets  acquired  was  approximately  $25,360,000,
including assumed liabilities of approximately $2,419,000. The Company accounted
for this acquisition  under the purchase method of accounting and,  accordingly,
recorded Goodwill of approximately $6,800,000.


Note 3 - Property and Equipment

                                                             March 31,  Dec. 31,
                                                               1999      1998
                                                            ---------- ---------

Land                                                    $2,670,000   $2,395,000
Building                                                23,171,000   21,887,000
Leasehold Improvements                                   4,412,000    4,474,000
Equipment                                               90,618,000   78,820,000
                                                       -----------  ------------

                                                       120,871,000  107,576,000
Accumulated Depreciation                               (53,672,000) (51,735,000)
                                                       ------------ ------------

                                                       $67,199,000  $55,841,000
                                                       ===========  ============


Note 4 - Long-Term Debt

                                                       March 31,        Dec. 31,
                                                         1999             1998
                                                       ---------        --------

Revolving Loan Agreement                             $36,309,000    $12,619,000
Other Bonds and Notes Payable                            548,000        569,000
                                                     ------------   ------------

                                                      36,857,000     13,188,000
Less Current Maturities                              (36,442,000)   (12,750,000)
                                                     ------------   ------------

                                                     $   415,000    $   438,000
                                                     ============   ============


Revolving Loan Agreement - The Company has a Revolving Loan Agreement and Letter
of Credit  Facility  (the  Agreement)  with a  commercial  bank.  The  Agreement
provides  $55 million of unsecured  revolving  credit and $10 million of standby
letter of credit  capacity.  Borrowings  under the Agreement  bear interest at a
floating rate based on the bank's prime rate less 1.00% or, at the discretion of

                                       9


<PAGE>

the borrower,  LIBOR plus a quoted market factor or,  alternatively,  in lieu of
the prime based rate,  a rate based on the  overnight  Federal  Funds Rate.  The
Agreement was recently  extended on a one year basis through April 30, 2000. The
Revolving Loan Agreement  contains  financial  covenants  which require that the
Company maintain certain current ratios, working capital amounts,  capital bases
and leverage  ratios.  This Agreement also contains  restrictions  regarding the
creation of indebtedness, the occurrence of mergers or consolidations,  the sale
of subsidiary stock, and the payment of dividends in excess of 50%of net income.


Note 5 - Interim Segment Information

Description  of the types of products  and services  from which each  reportable
segment derives its revenues:

The  Company  has  four  reportable   segments:   the  manufacture  of  heating,
ventilating  and  air-conditioning  equipment  (HVAC),  the manufacture of metal
handling and metal forming  machinery (Metal  Forming),  the production of metal
products (Metal Products),  and computer software development and system design,
(Computer Software).

The Company's HVAC segment manufactures and sells a wide variety of residential,
commercial and industrial  heating,  cooling,  and air distribution  products to
independent wholesales supply warehouses,  to mechanical,  sheet metal and other
contractors,  and in some  cases  to other  HVAC  manufacturers  under  original
equipment  manufacture  (OEM)  contracts.  The products  include finned tube and
baseboard radiation equipment gas fired heating and ventilating  equipment,  air
damper  equipment  and related air  distribution  products  and  commercial  and
residential boilers. The products are marketed under a number of franchise names
including Sterling, Beacon Morris, Smith, Hydrotherm,  RBI, Vulcan, Applied Air,
Wing, AWV, ABI, Arrow,  Koldwave,  and SpacePak.  Assets totaling  approximately
$25,360,000  acquired in the  Anemostat  acquisition  on March 26, 1999, as more
fully described in Note 2, have been added to the Company's HVAC segment.

The Company's  Metal Products  segment  manufactures a variety of metal products
including aluminum extrusions,  flexible metal hose and grey iron castings. This
segment sells its products mostly as components to manufacturers who incorporate
them into  their own  products.  In some  cases  flexible  metal hose is sold to
distributors.

The Company's Metal Forming Segment designs, manufactures and sells a variety of
metal handling and metal forming  products under names such as  Cooper-Weymouth,
Peterson,  Dahlstrom,  Hill  Engineering,   Coilmate-Dickerman,  and  Rowe.  The
products are sold through  independent dealers in most cases to end-users and in
some cases to other original equipment manufacturers.  The products include roll
formers, feeds, straighteners, cradles, cut-to-length lines, specialty dies, and
flying cut-off saws.

The Company's Computer Software segment operates under the name MCS and develops
and  sells  software  used  principally  in  the  medical   information  systems
marketplace.  MCS's  products  include  software  used to manage the  day-to-day
operations of durable medical equipment dealers and home health agencies.

                                       10


<PAGE>


Measurement of segment profit or loss and segment assets:

The Company  evaluates  performance  and allocates  resources based on profit or
loss from  operations  before  interest  expense  and income  taxes,  (EBIT) not
including  non-operating  gains  and  losses.  The  accounting  policies  of the
reportable  segments  are  the  same  as  those  described  in  the  summary  of
significant  accounting policies.  Intersegment sales and transfers are recorded
at prices substantially  equivalent to the Company's cost; inter-company profits
on such intersegment sales or transfers are not material.

Factors management used to identify the enterprise's reportable segments:

The  Company's  reportable  segments  are  business  units that offer  different
products.  The  reportable  segments  are each managed  separately  because they
manufacture and distribute distinct products using distinct production processes
intended for distinct marketplaces.

Three Months ended March 31, 1999:

                                              Metal     Metal   Computer
                                      HVAC   Products  Forming  Software  Totals
                                     -----   --------  -------  --------  ------
Revenues from External Customers    $54,132   15,543    7,887     4,464   82,026

Segment Operating Profit              3,694    1,919      292       228    6,133

Three Months ended March 31, 1998:

                                              Metal     Metal   Computer
                                      HVAC   Products  Forming  Software  Totals
                                     ------  --------  -------  --------  ------
Revenues from External Customers    $49,549   13,610    8,476     4,014   75,649

Segment Operating Profit              3,349    1,321      565       489    5,724


Note 6 - Earnings Per Common Share

Basic  earnings per share were  computed  using the weighted  average  number of
common  shares  outstanding.   Common  stock  options  were  considered  in  the
computation of diluted earnings.


Note 7 - Common Stock Buyback Program

During the first quarter of 1999 the Company  continued its program of selective
"open market" and odd lot purchases of its common stock acquiring 17,200 shares.
All such shares are accounted for as treasury shares.

                                       11


<PAGE>



Note 8 - Stock Option Plans

On March 20, 1996 the Company adopted a stock option plan, the Mestek, Inc. 1996
Stock Option Plan, (the Plan),  which provides for the granting of incentive and
non-qualified  stock  options  of up to  500,000  shares  of  stock  to  certain
employees  of the  Company  and  other  persons,  including  directors,  for the
purchase  of the  Company's  common  stock at fair  market  value at the date of
grant.  The Plan was  approved by the  Company's  shareholders  on May 22, 1996.
Options  granted  under the plan vest over a five-year  period and expire at the
end of ten years. During the first quarter of 1999, 85,000 options were granted,
(65,000 on January 4, 1999 and 20,000 on March 29, 1999) at an exercise price of
$20.00, to seven employees and these options are outstanding at March 31, 1999.


Note 9 - Subsequent Event

On April 26, 1999, an order was entered in the Bankruptcy Court for the Southern
District of Ohio, whereby the Company's offer to acquire the operating assets of
ACDC, Inc. (ACDC) of New Milford, Ohio, a manufacturer of industrial dampers for
the power  generation  market,  was  approved.  Based upon the  satisfaction  of
various contingencies, the Company hopes to close its purchase of the assets and
the  real  estate  that  ACDC  currently  utilizes  sometime  in May of 1999 for
approximately $3.2 million.




Item 2 - Management's Discussion and Analysis of Financial Condition
         and Results of Operation



                           FORWARD LOOKING INFORMATION

         This report contains forward-looking  statements,  which are subject to
inherent  uncertainties.  These uncertainties  include,  but are not limited to,
variations in weather, changes in the regulatory environment, the broad economic
effect  of  the  Year  2000  problem,  customer  preferences,  general  economic
conditions,  and increased  competition.  All of these are difficult to predict,
and many are beyond the ability of the Company to control.

         Certain  statements in this  Quarterly  Report on Form 10-Q  constitute
forward-looking   statements  within  the  meaning  of  the  Private  Securities
Litigation  Reform Act of 1995, that are not historical facts but rather reflect
the Company's current  expectations  concerning  future results and events.  The
words  "believes",  "expects",  "intends",  "plans",  "anticipates",   "likely",
"will", and similar expressions identify such forward-looking  statements.  Such
forward-looking  statements  involve known and unknown risks,  uncertainties and
other  important  factors that could cause the actual  results,  performance  or
achievements of the Company (or entities in which the Company has interests), or
industry  results,  to differ  materially  from future  results,  performance or
achievements expressed or implied by such forward-looking statements.

         Readers  are   cautioned   not  to  place   undue   reliance  on  these
forward-looking  statements which reflect  management's view only as of the date
of this Quarterly  Report on Form 10-Q. The Company  undertakes no obligation to
publicly release the result of any revisions to these forward-looking statements
which may be made to reflect events or circumstance  after the date hereof or to
reflect the occurrence of unanticipated events, conditions or circumstances.


                                       12
<PAGE>



Total  Revenues in the Company's  HVAC segment,  as illustrated in Note 5 to the
Condensed  Consolidated  Financial Statements,  during the first quarter of 1999
were  increased  relative  to the  first  quarter  of 1998,  by  9.2%.  Improved
performances  from many of the segment's  hydronic  products and, in particular,
from the Company's South Windsor,  Connecticut and Dundalk, Maryland facilities,
together with sales from the Company's RBI division  which was acquired on April
29, 1998,  account for the increase in sales.  Gross profit margins for the HVAC
segment were relatively  unchanged at 27.24%.  Operating income for this segment
was  accordingly  increased  from  $3,349,000  in the first  quarter  of 1998 to
$3,694,000 in the first quarter of 1999.

Total Revenues in the Company's Metal Products segment, as illustrated in Note 5
to the Condensed  Consolidated  Financial  Statements,  were up 14.2% during the
first  quarter of 1999,  principally  as a result of the  addition of  Boyertown
Foundry  Company  which was  acquired  on November 2, 1998.  In  addition,  this
segment's  Omega Flex  division  continued to expand  sales of it  Trac-Pipe(TM)
flexible gas piping product. As a result of these factors,  gross profit margins
and operating income increased significantly during the first quarter of 1999.

Total Revenues in the Company's Metal Forming segment,  as illustrated in Note 5
to the Condensed  Consolidated Financial Statement were down 11.7% reflecting an
industry-wide  slow-down  in orders  for  Metal  Forming  Equipment,  especially
standard coil handling  equipment and tooling.  Operating income was accordingly
reduced  from  $565,000  in the first  quarter of 1998 to  $292,000 in the first
quarter of 1999.

The Company's Computer Software segment reported slightly improved revenues, but
slightly  reduced  gross profit and  operating  income due to increased  product
development spending.

For the Company as a whole, Sales, General and Administrative, and Engineering 
costs, taken together as


                                       13
<PAGE>



a percentage of Total Revenues, were slightly increased from 20.47% to 20.60%.

Operating  income  for the  first  quarter  of 1999 for the  Company  as a whole
increased by $409,000 or 7.1% reflecting the net effect of the factors mentioned
above.

The Company's total debt (long-term debt plus current portion of long-term debt)
increased by $23.7 million  during the quarter  ended March 31, 1999  reflecting
the effect of the acquisition of Anemostat on March 26, 1999. Management regards
the  Company's  current  capital  structure and banking  relationships  as fully
adequate to meet foreseeable future needs. The Company has not paid dividends on
its common stock since 1979.


                              YEAR 2000 DISCLOSURE


         The following  information  is being  provided as a Year 2000 Readiness
Disclosure  Statement,  and is  subject  to the  provisions  of  the  Year  2000
Information and Readiness Disclosure Act.

         The  Company's  risks  related to the Year 2000  problem fall into four
categories:



1.  Information Technology Systems

         The Company's  principal  business  applications  software packages and
related  hardware  and  operating  system  environments,  and the  status of the
Company's Year 2000 compliance efforts related thereto are as follows:

         HVAC Segment:

         The HVAC  Segment  maintains  order  entry,  billing and  manufacturing
systems  at a number of  locations.  The  Segment's  needs in this  area,  while
specific  to each  individual  division,  have  sufficient  common  ground  that
commercially available software packages, suitably customized, have been used in
the past rather than custom  written code. As a result,  the Company  decided in
1996 to address  the Year 2000  problem in this area by  upgrading  its  various
manufacturing/order  processing/inventory  control/accounts  receivable software
systems  to "Year  2000  Compliant"  versions,  while at the  same  time  adding
enhanced functionality.

         The Company  began a search at that time for a system  which would meet
the  needs of as many of its  divisions  as  possible.  Friedman  Associates,  a
manufacturing  package with strong "configure to order"  capabilities was chosen
in 1997.  The  majority  of the  Segment's  business  is  processed  through its
Westfield,  Massachusetts, and Holland, Ohio, locations which are in the process
of implementing the Friedman  Associates system in IBM AS400  environments.  The
implementation  process  began in 1997 and is being  managed  on a  division  by
division basis. The Company continues to believe that all divisions scheduled to
implement the Friedman system will have completed this task by October 31, 1999.
As of May 13, 1999,  approximately  fifty percent 50% of the HVAC divisions,  as
measured in 1998 revenues, have migrated to the Friedman system or are otherwise
operating  in  environments  believed  to be Year 2000  compliant.  The  Company
believes based upon inquiries of the relevant  vendors that the IBM AS400 (model
500) operating system and the Friedman  Associates  software are fully Year 2000
compliant.  The Company also utilizes at certain  locations a manufacturing  and
order  processing  software  known as MSS/Costar  which also operates on the IBM
AS400 platform. The Company hasmade the



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<PAGE>



necessary  programming  changes  to make  MSS/Costar  Year 2000  compliant.  The
Company  also  utilizes at one  location a  manufacturing  and order  processing
software known as Profit Key which, based upon  representations from its seller,
is also  Year 2000  compliant.  The  Company  is  presently  in the  process  of
arranging for formal tests to validate its vendors' claims - both as to software
and as to operating systems - relative to Year 2000 compliance.

         The  HVAC  Segment  performs  most  of  its  financial  reporting  on a
centralized basis in Westfield,  Massachusetts,  using general ledger,  payroll,
payables, and human resources software packages from Infinium, Inc. which, based
upon representations from Infinium, to the best of the Company's knowledge,  are
Year 2000  compliant.  The Infinium  Software runs in an IBM AS400 mini computer
environment. Based upon representations from IBM, the Company believes the AS400
operating  system  environment  which it is  using  for its  financial  software
systems is Year 2000 compliant.  Certain of the Company's  subsidiaries maintain
separate  financial  reporting  functions  using a variety of personal  computer
based software solutions.  Visual and Syspro, the principal software packages in
use at remote locations for financial  accounting  purposes are believed,  based
upon representations from these vendors, to be Year 2000 compliant at this time.
The Company is  presently  in the  process of  arranging  for formal  testing to
validate  the  representations  received in this regard  from its  hardware  and
software vendors.


         Metal Products Segment:

         The  Metal  Products  Segment  has  successfully   phased  in  business
application  systems  believed to be Year 2000 compliant at this time based upon
inquiries of the relevant vendors.  The business  applications  running in these
environments  include  general  ledger,  payables,   payroll,  human  resources,
order-entry  and  manufacturing.  The  Company is  presently  in the  process of
arranging  for  formal  testing to  validate  its  vendors'  claims - both as to
software and as to operating systems - relative to Year 2000 compliance.

         Metal Forming Segment:

         The Clinton, Maine location of the (Cooper-Weymouth, Peterson, Rowe and
CoilMate/Dickerman)  Metal  Forming  Segment is in the  process of  implementing
Symix  Software  for  its  order  entry,  billing,  manufacturing,   scheduling,
inventory control and related needs. The system was loaded recently and operator
training is underway. Pilot programs began in April of 1999. The Company expects
the new system (less scheduling  enhancements) to be operational on September 1,
1999. The Metal Forming  Segment has developed a contingency  plan to be used in
the event its  transition to Symix is not complete as of December 31, 1999 which
entails fixing the Year 2000 problem in its present  MSS/Costar  order entry and
manufacturing  environment.  The vendor has  represented  that it has a cure and
that the cure can be implemented without disruption prior to July 1, 1999. While
the cost and effort required to implement the Symix system is  significant,  the
Company  expects  that the  benefits  to its  business  process - in addition to
resolving  Year  2000  functionality  - will be  substantial  as  many  enhanced
functionalities are expected particularly in the scheduling and advance planning
areas.  The Company  believes  that its  contingency  plan for this segment is a
realistic  alternative  which would allow the segment to function as it does now
after December 31, 1999 while it focuses on completing the Symix implementation.
There can be no assurance,  however,  that the Company's  implementation  of the
Symix  system  - or its  implementation  of  its  contingency  plan  -  will  be
accomplished successfully prior to December 31, 1999.

         The Dahlstrom  division shut down its non compliant systems in 1998 and
in early 1999 completed  development and implementation of a Year 2000 compliant
Windows-based inventory and


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<PAGE>



costing  system  which is  adequate  to  current  needs.  Dahlstrom  intends  to
implement the Symix system within two (2) years.

         The Hill Engineering unit (Hill) utilizes the Elite system by Informix.
Because Hill's current  version of the software,  although Year 2000  compliant,
will not be supported by the vendor after June 1999, Hill intends to upgrade its
software to a better-supported product prior to September 30, 1999.

         Engineering (CAD/CAM) systems:

         The Company uses a variety of  commercially  available  engineering and
manufacturing design tools including AutoCAD,  Pro E and Intergraph.  Based upon
inquiries  of the  vendors  of these  systems,  the  Company  believes  that the
versions  in use  at its  various  locations  are or  will  be  soon  Year  2000
compliant. The Company is presently arranging for formal testing to validate the
representations made by vendors in this regard.




2. Suppliers and Customers Year 2000 problems.

         Both the  Company's  customer  base and its supplier base are large and
diverse.  As a result,  the Company does not believe it has a reliable method of
accurately  assessing the magnitude of the risk it faces  relating to either its
customers or its suppliers.  The possibility  that one or more key suppliers may
be unable  for some  period to fulfill  their  obligations  to the  Company as a
result of Year 2000 related  problems cannot be discounted.  In such an event, a
disruption of the Company's business,  which could be financially  material,  is
quite possible; although most materials are readily available from other vendors
(although lead times may vary or be unpredictable or inadequate).  The Company's
core HVAC segment has conducted a survey of its  principal and mission  critical
suppliers relative to Year 2000 compliance which covered eighty percent (80%) of
the annual  spending  done by this segment.  Results  overall were mixed in that
while  responses  were  generally  encouraging  they  were  also in  many  cases
legalistic and as a result difficult to interpret in terms of genuine readiness.
The  Company's  Metal  Forming  Segment  and Metal  Products  Segment are in the
process of  conducting  similar  surveys.  The  Company  will  continue  to seek
assurances  and  clarification  from its key suppliers on the issue of Year 2000
readiness.


3.  Embedded microprocessors.

         The Company  recognizes  that some of its  manufacturing  equipment and
some  of  its  office   equipment   (other  than  computers)   include  embedded
microprocessors  which in some cases may prove to be non-Year 2000 compliant and
may disrupt  (until  replaced) the  Company's  operations.  The Company's  Metal
Forming  Segment  has made  systematic  inquiries  of the  suppliers  of its key
machinery, equipment and processes controlled by microprocessors in an effort to
establish  the  status  of  embedded   microprocessors   in  its   manufacturing
operations.  The results of these inquiries have been generally  favorable,  and
based upon the  representations  made by  vendors,  this  segment  believes  its
critical  pieces  of  manufacturing  equipment  are  Year  2000  compliant.  The
Company's  HVAC  Segment  and  Metal  Products  Segment  are in the  process  of
conducting a similar survey of their key  manufacturing  equipment  suppliers on
the issue of embedded microprocessors. Accordingly, the Company does not believe
at this time that it can accurately assess the magnitude of the risk it faces in
this regard.  The Company intends to continue its inquiries of the key suppliers
of machinery,  equipment,  and processes to determine  their  contingency  plans
available  to  address  any  failures  which may occur  after  January  1, 2000.
Management will continue to utilize the technical  resources  available to it to
manage this exposure.


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<PAGE>



4.  MCS.

         The  Company's  MCS  subsidiary,   which  produces   software  used  in
information  systems for the home health care marketplace,  released a Year 2000
compliant version of its principal product,  MestaMed, in the fall of 1998. Many
of the users of MestaMed have  installed the upgrade,  but a large number remain
to be  installed.  MestaMed  runs on a number of  different  software  operating
systems  across a wide  variety of hardware  platforms.  MCS has been aware that
some older operating systems used to run MestaMed are not Year 2000 compliant or
will not be supported by their  suppliers and it has been working with customers
to encourage operating system upgrades.  MCS has learned that two such operating
systems used in  conjunction  with MestaMed  will not be fully  supported by its
developer after October 1999. MCS's preliminary tests indicate that its products
will be Year 2000 compliant while running under these operating systems.  MCS is
working with the supplier to determine the extent of the supplier's  support for
Year 2000 issues for the affected operating  systems.  The Company has confirmed
from  the  supplier  that it  will  offer a Year  2000  date-processing  limited
warranty on several versions of these operating systems.  MCS is working closely
with the  supplier  to  confirm  that  this  warranty  will be  extended  to the
remaining versions of those operating systems.  Depending on the outcome of such
discussions,  MCS will encourage its customers affected by this issue to upgrade
to more current  versions of the operating  system prior to December 31, 1999. A
small  percentage  of MCS  products  users  (generally  customized  versions  of
MestaMed or those not choosing  maintenance)  are running  versions that are not
Year 2000 compliant.  The Company is actively encouraging these users to upgrade
to the current version of MestaMed prior to December 31, 1999.

The Company's state of readiness:

         Relative to its internal  business  applications  systems,  the Company
believes that the  timetables  and plans  described  above relative to Year 2000
upgrades and conversions for its various locations are generally realistic.  The
possibility  that one or more of the Company's other divisions will fail to meet
their respective  deadlines  relative to the Year 2000 upgrade process cannot be
discounted.

Contingency Plans:

         In  some  locations,   the  Company's  plan  to  upgrade  its  business
application  system to a Year 2000 compliant  version prior to December 31, 1999
may be delayed due to limited  technical  resources and/or other  implementation
challenges.  The Company believes it may be able, in some cases, to fix the Year
2000 problem in its existing business application softwares in order to mitigate
the  effect  of such  delays.  There  can be no  assurance,  however,  that such
contingency  plans  will be  effective  and,  accordingly,  the  risk  that  the
Company's  operations  may be  significantly  disrupted  after December 31, 1999
cannot be discounted.  Such  disruptions  could be  financially  material to the
Company.


Costs incurred relative to Year 2000 solutions:

         The Company  estimates  that its total cost of addressing the Year 2000
issue,  (excluding  costs  incurred by MCS relative to its  software  products),
including software licenses, modifications,  training and implementation will be
approximately $2,500,000 over the 4-year period ended December 31, 1999. Of this
total, the Company has incurred approximately $1,950,000 as of March 31, 1999.



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<PAGE>


                           PART II - OTHER INFORMATION


Item 6 - Exhibits and Reports on Form 8-K

(a) Statement of Computation of Per Share Earnings ... Page 13


(b)  Registrant  filed one report on Form 8-K during the  quarter for which this
report is filed.


                                  MESTEK, INC.
              SCHEDULE OF COMPUTATION OF EARNINGS PER COMMON SHARE


                                                              Three Months Ended
                                                                    March 31,
                                                                 1999     1998
                                                                ------   ------

(Amounts in thousands, except earnings per common share)

Net Income for earnings per share                                $3,519   $3,370
                                                                 ======   ======

Basic weighted average number of common shares outstanding        8,881    8,926
                                                                 ======   ======

Basic earnings per common share                                   $ .40    $ .38
                                                                 ======   ======

Diluted weighted average number of common shares outstanding      8,908    8,950
                                                                 ======   ======

Diluted earnings per common share                                 $ .40    $ .38
                                                                 ======   ======



                                   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.

                                  MESTEK, INC.
                                  (Registrant)


Date: May 14, 1999         By: /S/ Stephen M. Shea
                           ---------------------------------------------------
                           Stephen M. Shea, Senior Vice President -Finance and
                           CFO (Chief Financial Officer)


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