SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    FORM 10-Q

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

                      For the quarter ended: March 31, 2000

                          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,  2000,  was
8,743,103.


<PAGE>


                                  MESTEK, INC.

                          QUARTERLY REPORT ON FORM 10-Q
                    FOR THE THREE MONTHS ENDED MARCH 31, 2000

                                      INDEX

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

Condensed consolidated balance sheets at March 31, 2000
    and December 31, 1999                                                 3 - 4

Condensed consolidated statements of income for the three
    months ended March 31, 2000 and 1999                                      5

Condensed consolidated statements of cash flows for the three
    months ended March 31, 2000 and 1999                                      6

Condensed consolidated statement of changes in shareholders' equity
    for the period from January 1, 1999 through March 31, 2000                7

Notes to the condensed consolidated financial statements                   8-14

Management's Discussion and Analysis of Financial Condition
    and Results of Operations                                                15


PART II - OTHER INFORMATION

Statement of Computation of Per share Earnings                               16


SIGNATURE                                                                    16

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.


<PAGE>


PART I - FINANCIAL INFORMATION

Item 1 - Financial Statements

                                  MESTEK, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                   (Unaudited)

                                                     March 31,         Dec. 31,
                                                       2000                1999
                                                     ---------         ---------
                                                       (Dollars in thousands)

ASSETS

Current Assets

Cash                                                      $778           $4,468
Accounts Receivable - less allowances of,
$3,782 and $3,627 respectively                          59,280           66,605
Unbilled Accounts Receivable                               285              447
Inventories                                             58,805           54,688
Other Current Assets                                     6,036            5,815
                                                      --------          --------

Total Current Assets                                   125,184          132,023

Property and Equipment - net                            69,837           69,067
Notes Receivable                                          ---             3,850
Investment in Simione                                    6,850              ---
Other Assets and Deferred Charges - net                  6,033            7,146
Excess of Cost over Net Assets of Acquired Companies    34,740           30,167
                                                      ---------        ---------

Total Assets                                          $242,644         $242,253
                                                      =========        =========


See the Notes to Condensed Consolidated Financial Statements.


     Continued on next page


<PAGE>


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

                                                       March 31,       Dec. 31,
                                                         2000            1999
                                                       ---------      ----------
                                                         (Dollars in thousands)

LIABILITIES, AND SHAREHOLDERS' EQUITY
Current Liabilities

Current Portion of Long-Term Debt                       $18,130         $14,467
Accounts Payable                                         19,037          18,335
Accrued Compensation                                      3,085           6,778
Accrued Commissions                                       2,403           3,314
Progress Billings in Excess of Cost and Estimated Earnings  301           3,257
Customer Deposits                                         4,574           5,409
Other Accrued Liabilities                                19,662          16,731
                                                        --------       ---------

Total Current Liabilities                                67,192          68,291

Long-Term Debt                                           20,311          20,324
Other Liabilities                                         1,978           2,104
                                                        --------       ---------

Total Liabilities                                        89,481          90,719
                                                        --------       ---------

Minority Interests                                        2,983           2,917
                                                        --------       ---------

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                                       145,168         143,180
Treasury Shares, at cost, (867,032 and 846,132
common shares, respectively)                             (9,809)         (9,393)
Cumulative Translation Adjustment                        (1,092)         (1,083)
                                                        --------       ---------
Total Shareholders' Equity                              150,180         148,617
                                                        --------       ---------

Total Liabilities, and Shareholders' Equity            $242,644        $242,253
                                                       =========       =========


See the Notes to Condensed Consolidated Financial Statements.


<PAGE>


                                  MESTEK, INC.
                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME

                                   (Unaudited)

                                                        Three Months Ended
                                                             March 31,
                                                     2000                1999
                                                   --------             ------
                                        (In thousands, except for share amounts)


Net Sales                                          $89,476            $77,562
Net Service Revenues                                   291                423
                                                   --------           --------

Total Revenues                                      89,767             77,985

Cost of Goods Sold                                  64,209             55,969
Cost of Service Revenues                               142                236
                                                   --------           --------

Gross Profit                                        25,416             21,780

Selling Expense                                     11,528              9,970
General and Administrative Expense                   4,495              3,724
Engineering Expense                                  2,791              2,153
                                                   --------            -------

Operating Profit                                     6,602              5,933

Interest Expense                                      (247)              (259)
Other Income (Expense) - net                           (37)              (183)
                                                   --------            -------
Income from Continuing
    Operations Before Income Taxes                   6,318              5,491

Income Taxes                                         2,468              2,145
                                                   --------            -------

Income from Continuing Operations                    3,850              3,346
                                                   --------            -------

Discontinued Operations:
(Loss) Income from operations of
Discontinued Segment before taxes                     (478)               199
Applicable Income Tax Benefit (Expense                 167                (26)
                                                   --------            -------
(Loss) Income from Operations of Discontinued Segment (311)               173

Net Income                                          $3,539             $3,519
                                                   ========            =======

Basic Earnings (Loss) Per Common Share

Continuing Operations                                $ .44              $ .38
Discontinued Operations                             ($ .04)             $ .02
                                                   --------            -------
Net Income                                           $ .40              $ .40
                                                   ========            =======

Basic Weighted Average Shares Outstanding            8,745              8,881
                                                   ========            =======

Diluted Earnings (Loss) Per Common Share

Continuing Operations                                $ .44              $ .38
Discontinued Operations                             ($ .04)             $ .02
                                                   --------            -------
Net Income                                           $ .40              $ .40
                                                   ========            =======

Diluted Weighted Average Shares Outstanding          8,762             8,908
                                                   ========            =======


See the Notes to Condensed Consolidated Financial Statements.


<PAGE>


                                  MESTEK, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (Unaudited)

                                                            Three Months Ended
                                                                  March 31,

                                                          2000           1999
                                                         ------         ------
                                                        (Dollars in thousands)

Cash Flows from Operating Activities:
Net Income                                              $3,539          $3,519
Adjustments to Reconcile Net Income to Net Cash
Provided by Operating Activities:
Depreciation and Amortization                            2,867           2,221
Provision for Losses on Accounts Receivable                130             108
Change in Assets & Liabilities:
Cash Flows Provided by (Used in) Changes In:
Accounts Receivable                                      5,024           2,678
Unbilled Accounts Receivable                               162             (12)
Inventory                                               (3,255)            137
Other Assets                                              (586)            256
Accounts Payable                                           592          (5,823)
Accrued Expenses                                        (1,765)           (819)
Progress Billings                                         (116)            (65)
Other Long Term Liabilities                                255             (15)
                                                       --------         --------
Net Cash Provided by Operating Activities                6,847           2,185
                                                       --------         --------

Cash Flows from Investing Activities:
Capital Expenditures                                    (2,810)         (3,771)
Additional Investment in Simione                        (3,000)           ---
Acquisition of Businesses (net of cash acquired)        (8,018)        (22,941)
                                                       --------        --------
Net Cash Used in Investing Activities                  (13,828)        (26,712)
                                                       --------        --------

Cash Flows from Financing Activities:
Net Borrowings Under Line of Credit Agreements           3,673          23,690
Principal Payments Under Long Term Debt Obligations        (23)            (21)
Increase in Minority Interests                              66              48
Repurchase of Common Stock                                (416)           (339)
Cumulative Translation Adjustments                          (9)              5
                                                       --------         --------
Net Cash Provided by (Used in) Financing Activities      3,291          23,383
                                                       --------         --------

Net Decrease in Cash and Cash Equivalents               (3,690)          (1,144)
Cash and Cash Equivalents - Beginning of Period          4,468            3,777
                                                       --------         --------

Cash and Cash Equivalents - End of Period                 $778           $2,633
                                                       =========       =========

See the Notes to Condensed Consolidated Financial Statements.


<PAGE>

<TABLE>

                                  MESTEK, INC.

       CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS' EQUITY

                                   (Unaudited)

              For the period January 1, 1999 through March 31, 2000
<CAPTION>
                                                                                                   Cumulative
                                              Common        Paid In     Retained     Treasury      Translation
                                               Stock        Capital     Earnings     Shares        Adjustment        Total
<S>               <C>                          <C>          <C>         <C>          <C>           <C>               <C>
Balance - January 1, 1999                      $479         $15,434     $125,263     ($6,790)      ($1,088)          $133,298

Net Income                                                                17,917                                       17,917
Common Stock Repurchased                                                              (2,603)                          (2,603)
Cumulative Translation Adjustment                                                                        5                  5
                                              ------        -------     --------     --------      ---------         ---------
Balance - December 31, 1999                    $479         $15,434     $143,180     ($9,393)      ($1,083)          $148,617

Net Income                                                                 3,539                                        3,539
Dividends Paid in MCS, Inc. common stock                                  (1,551)                                      (1,551)
Common Stock Repurchased                                                                (416)                            (416)
Cumulative Translation Adjustment                                                                       (9)                (9)
                                              ------        -------     --------     --------      ---------         ---------
Balance - March 31, 2000                       $479         $15,434     $145,168     ($9,809)      ($1,092)          $150,180
                                              ======        =======     ========     =========     =========         =========


See the Notes to Condensed Consolidated Financial Statements.

</TABLE>

<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  $2,301,000  and  $2,171,000  were
recorded  for  the   three-month   periods   ended  March  31,  2000  and  1999,
respectively.

Excess of Cost Over net Assets of Acquired Companies (Goodwill)
---------------------------------------------------------------

The Company  amortizes  Goodwill on the  straight-line  basis over the estimated
period to be benefited.  The acquisition of the assets of Anemostat on March 26,
1999 resulted in Goodwill of approximately  $6,800,000,  which will be amortized
over 25 years.  The  acquisition  of the assets of Wolfram,  Inc., as more fully
described in Note 2,  resulted in Goodwill of  approximately  $2,700,000,  which
will be amortized over 25 years.  The  acquisition  of selected  assets of B & K
Rotary Machinery International  Corporation,  as more fully described in Note 2,
resulted in Goodwill of approximately  $2,200,000,  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.

Comprehensive Income

For the  period  ended  March 31,  2000 and March 31,  1999,  respectively,  the
components of other comprehensive income were immaterial and consisted solely of
foreign currency translation adjustments.

Reclassification

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

Note 2 - Business Acquisitions

         On January 28,  2000,  the Company  acquired  substantially  all of the
operating  assets of Wolfram,  Inc.  d/b/a Cesco Products  ("Cesco")  located in
Minneapolis,  Minnesota.  Cesco  manufactures  vertical and horizontal  louvers;
controls and fire/smoke  dampers;  gravity  ventilators,  louver  penthouses and
walk-in  access  doors for the HVAC  industry at its  location  in  Minneapolis,
Minnesota. The Cesco products are complementary to the Company's existing louver
and damper  businesses.  The  purchases  price paid for the assets  acquired was
approximately   $5,991,000,   including  assumed  liabilities  of  approximately
$991,000.  The Company  accounted for this acquisition under the purchase method
of accounting and accordingly recorded goodwill of approximately $2,700,000.

         On February 10, 2000,  the Company  acquired the designs,  intellectual
property and certain  physical  assets of B & K Rotary  Machinery  International
Corporation ("B & K") of Brampton,  Ontario,  Canada.  B & K is a well-known and
experienced  manufacturer  of highly  engineered  metal  processing  line. B & K
equipment is found in steel processing centers,  tube/pipe production plants and
roll-forming  facilities  around  the  world.  The B & K  Supermill(TM),  Rotary
Shear(TM),  and Rotary  Pierce(TM)  designs are the  technology  of choice among
leading  producers of light gauge steel  framing used in building  construction.
The purchase price paid for the assets  acquired was  approximately  $2,800,000.
The  Company  accounted  for this  acquisition  under  the  purchase  method  of
accounting and accordingly, recorded goodwill of approximately $2,200,000.

         On March  14,  2000,  the  Company  and  MetCoil  Systems  Corporation,
("MetCoil")  announced that they have entered into a definitive merger agreement
under which MetCoil will be merged into a wholly owned subsidiary of the Company
for approximately $32 million.  The Company hopes to complete this merger during
the second quarter of fiscal 2000.

         The merger is subject to  approval  by  MetCoil's  stockholders  at the
meeting  scheduled  for June 1, 2000.  Review  under the  Hart-Scott-Rodino  Act
resulted in early termination.  All other conditions were further described in a
proxy statement  mailed to MetCoil's  stockholders  in late April.  The Board of
Directors of MetCoil has unanimously  recommended that stockholders  approve the
merger.

         MetCoil   manufactures    advanced    sheet-metal-forming    equipment,
fabricating equipment and computer-controlled fabrication systems for the global
market. The Company employs  approximately 270 people,  principally in its Cedar
Rapids, Iowa and Lisle, Illinois manufacturing facilities,  and had revenues for
the fiscal  year ended May 31, 1999 of $45.8  million.  MetCoil's  products  are
complementary with those of the Company's Metal Forming Segment.


<PAGE>


Note 3 - Discontinued Operation

         On May 26, 1999 the Company entered into an agreement, (the Agreement),
to merge its wholly owned  subsidiary,  MCS,  Inc.  (MCS) into  Simione  Central
Holdings,  Inc.  (Simione).  Simione is a provider  of  information  systems and
services  to the  home  health  care  industry  supplying  information  systems,
consulting and agency support services to customers nationwide. Simione provides
freestanding,  hospital  based  and  multi-office  Home  Health  Care  Providers
(including certified, private duty, staffing, HME, IV therapy, and hospice) with
information solutions that address all aspects of home care operations.  Simione
maintains offices nationwide and is headquartered in Atlanta, Georgia.

         Under  the  terms of the  Agreement,  for  every  share of  outstanding
Simione common stock,  Simione would issue .85 shares of its common stock to the
Company.  As a result,  the  Company  would own,  based on the number of Simione
common shares  outstanding  at the date of the Agreement,  approximately  46% of
Simione after the merger is  completed.  On August 12, 1999,  Simione,  with the
Company's  consent,  acquired all of the outstanding common stock of CareCentric
Solutions,  Inc.  for  $200,000  and  acquired  all of the  Preferred  Stock  of
CareCentric  Solutions,  Inc. in return for 3.1 million  newly issued  shares of
Simione Series A Preferred Stock,  which may be converted on a one for one basis
into  Simione   common  shares  upon  consent  of  a  majority  of  the  Simione
shareholders.  The Series A Preferred  Stock was converted to common stock after
shareholder  approval on March 7, 2000.  As a result the Company would expect to
own,  barring other changes in the capital  structure of Simione,  approximately
38% of Simione after the merger is completed.  Under the terms of the Agreement,
MCS's ProfitWorks segment will remain with the Company.

         On September 9, 1999,  Mestek,  Inc.  ("Mestek")  announced that it had
entered into an amendment to the Plan and Agreement of Merger dated May 26, 1999
(the "Amendment") between Simione Central Holdings,  Inc. ("SCHI"),  Mestek, and
its wholly-owned  subsidiary,  MCS, Inc.  ("MCS"),  whereby the shares of common
stock of MCS will be distributed to the Mestek common shareholders in a spin-off
transaction (the Spin-off), and MCS will then be merged with and into SCHI, (the
Merger).  The  Spin-off and the Merger were  completed  on March 7, 2000,  after
shareholder approval.

         In  connection  with the  Amendment,  Mestek  loaned to SCHI a total of
$4,000,000  on a  short-term  basis.  Upon the  closing  of the  above-mentioned
merger,  the $4,000,000 loan was canceled,  and Mestek contributed an additional
$2,000,000  to the capital of SCHI in return for newly issued Series B Preferred
Stock of SCHI.  The Series B Preferred  Stock  issued to Mestek super has voting
rights  equivalent to 2.2 million shares of SCHI common stock.  Recently  Mestek
has agreed to reduce such voting rights by half to comply with  NASDAQ's  voting
rights  policy,  in exchange for a three-year  warrant.  Mestek also received as
part of it capital contribution to SCHI a warrant for the subsequent purchase of
400,000  shares  of  SCHI  common  stock.  The  Amendment  also  provided,  upon
consummation  of the merger,  for the appointment to the SCHI Board of Directors
of six individuals  designated by Mestek, and the obligation of the Mestek Major
Shareholders  (as defined in the Amendment) to vote for the nominees to the SCHI
Board of Directors for eighteen months after the effective date of the merger.

         Mestek  also  loaned  Simione  $850,000  on  November  11,  1999  on  a
short-term  basis.  Upon  consummation of the merger,  the loan was converted to
$850,000 of newly issued Series C Preferred  Stock. The Series C Preferred stock
has voting rights equal to 170,000 shares of SCHI common stock.

         On March 6, 2000,  the Company  completed  the Spin-off and on March 7,
2000,  the subsequent  merger of its wholly owned  subsidiary,  MCS, Inc.,  into
Simione Central Holdings,  Inc. The net Book Value of the assets of MCS, Inc. of
approximately  $1,551,000 has been treated as a dividend to the  shareholders of
the Company.  The Company has accounted for the  operations of MCS prior to that
date as a discontinued operation in accordance with APB30.

         Summarized financial information for the discontinued operations,  were
as follows:

                                           Quarter ended            Years ended
                                           March 31, 2000      1999        1998
                                           --------------      ----        ----

         Operating Revenues                     $1,701       $16,648   $14,901

         (Loss) Income before Provision

              for Income Taxes                   ($478)         $772    $1,712

         (Loss) Income from
              Discontinued Operations.

         Net of Income Tax                       ($311)         $466    $1,026



                                                      At December 31, 1999

         Current Assets                                       $4,648
         Total Assets                                         $6,696

        Current Liabilities                                   $6,191
         Total Liabilities                                    $6,191

         Net Assets of Discontinued Operations                  $505


Note 4 - Inventories

             Inventories consisted of the following at:
                                            March 31,              December 31,
                                              2000                      1999
                                              ----                      ----

Finished Goods                              $21,268                   $18,692
Work-in-progress                             15,789                    14,865
Raw materials                                28,952                    28,335
                                             ------                    ------
                                             66,009                    61,892
Less provision for LIFO
  Method of valuation                        (7,204)                   (7,204)
                                            -------                   -------
                                            $58,805                   $54,688
                                            =======                   =======




Note 5 - Property and Equipment

                                           March 31,                 Dec. 31,
                                            2000                       1999
                                          ----------                  ------

Land                                      $  2,853                   $  2,853
Building                                    26,917                     26,792
Leasehold Improvements                       4,640                      4,415
Equipment                                   97,843                     96,028
                                            ------                  ---------

                                           132,253                    130,088
Accumulated Depreciation                   (62,416)                   (61,021)
                                           --------                   -------

                                         $  69,837                  $  69,067
                                          =========                  =========


Note 6 - Long-Term Debt

                                        March 31,                     Dec. 31,
                                         2000                          1999
                                       -------------                  --------

Revolving Loan Agreement                $ 38,031                      $ 34,358
Other Bonds and Notes Payable                410                           433
                                      -----------                   -----------

                                          38,441                        34,791
Less Current Maturities                  (18,130)                      (14,467)
                                         --------                      --------

                                        $ 20,311                      $ 20,324
                                        ========                      ========

         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 one percent  (1.00%) or,
at the  discretion  of 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 has been extended on a one-year basis through
April 30, 2001. 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 percent (50%) of net income.

         Note  Payable - The Company has a Demand  Loan  Facility  with a second
commercial  bank under which the Company can borrow up to $10,000,000 on a LIBOR
basis. The facility expires on April 1, 2000, with no balance  outstanding as of
March 31, 2000.


<PAGE>


Note 7 - Interim Segment Information

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

The  Company  has  three  reportable  segments:   the  manufacture  of  heating,
ventilating  and  air-conditioning  equipment  (HVAC),  the manufacture of metal
handling and metal forming  machinery  (Metal  Forming),  and the  production of
metal products  (Metal  Products).  As further  described in Note 3, the Company
discontinued its Computer Software segment during fiscal 2000.

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,  Anemostat and  Spacepak.  Assets  totaling
approximately  $5,991,000 acquired in the CESCO acquisition on January 28, 2000,
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 gray 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   Forming   equipment   and   related   machinery   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, wing benders, coil feeds, straighteners, cradles,
cut-to-length  lines,  specialty dies,  rotary punch,  tube feed and cut-off and
flying cut-off saws. Assets totaling approximately  $2,800,000 acquired in the B
& K  acquisition  on February  10, 2000 as more fully  described in Note 2, have
been added to the Company's Metal Forming segment

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.  Inter-segment sales and transfers are recorded
at prices substantially  equivalent to the Company's cost; inter-company profits
on such inter-segment sales or transfers are not material.


<PAGE>


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, 2000:

                                             Metal      Metal     All
                                   HVAC      Products   Forming   Others Totals
                                   ----      --------   -------   ------ ------

Revenues from External Customers   $62,432   $18,479    $8,565    $291   $89,767

Segment Operating Profit            $3,757    $2,658      $192     ($5)   $6,602



Three Months ended

March 31, 1999:

                                              Metal      Metal    All
                                    HVAC      Products   Forming  Others  Totals
                                    ----      --------   -------  ------  ------

Revenues from External Customers    $54,132   $15,543    $7,887   $423   $77,985

Segment Operating Profit             $3,694    $1,919      $292    $28    $5,933


Note 8 - 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 9 - Common Stock Buyback Program

During the first quarter of 2000 the Company  continued its program of selective
"open market"  purchases of its common stock acquiring  20,900 shares.  All such
shares are accounted for as treasury  shares.  No purchases have been made since
January 13, 2000

Note 10 - 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. All options granted under the Plan total 175,000 shares,  none
of which have been  exercised at March 31, 2000.  No options were granted in the
first quarter of 2000.


<PAGE>


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

Total  Revenues in the Company's  HVAC segment,  as illustrated in Note 8 to the
Condensed  Consolidated  Financial Statements,  during the first quarter of 2000
were  increased  relative to the first quarter of 1999, by 15%.  Primarily  this
increase  is due to sales  from  the  Company's  Anemostat  division  which  was
acquired on March 26, 1999 and sales from the Company's CESCO division which was
acquired on January 28,  2000.  Gross  profit  margins for the HVAC segment were
relatively  unchanged at 28%.  Operating income for this segment was accordingly
increased  from  $3,694,000  in the first  quarter of 1999 to  $3,757,000 in the
first quarter of 2000.

Total Revenues in the Company's Metal Products segment, as illustrated in Note 8
to the Condensed Consolidated Financial Statements, were up 19% during the first
quarter  of 2000,  principally  as a result  improved  performance  at  National
Northeast  Corporation  which had  experienced  sub-par 1999  performance due to
relocation and  installation of a new press.  In addition,  this segment's Omega
Flex division  continued to expand sales of it  TracPipe(R)  flexible gas piping
product. As a result of these factors, gross profit margins and operating income
increased significantly during the first quarter of 2000.

Total Revenues in the Company's Metal Forming segment,  as illustrated in Note 8
to the  Condensed  Consolidated  Financial  Statement  were up 9%  reflecting an
improvement  in the Company's  ability to meet its delivery  schedules for Metal
Forming  Equipment,  especially  standard coil  handling  equipment and tooling.
Gross Profit Margins for the Metal Forming segment were reduced approximately 3%
primarily due to the effect of certain  low-margin  jobs  completed  during this
quarter.  Operating  income was  accordingly  reduced from $292,000 in the first
quarter of 1999 to $192,000 in the first quarter of 2000.

For the Company as a whole, Sales,  General and Administrative,  and Engineering
costs, taken together as a percentage of Total Revenues, were slightly increased
from 20.32% to 20.95%.

Operating  income  for the  first  quarter  of 2000 for the  Company  as a whole
increased by $669,000 or 11% reflecting the net effect of the factors  mentioned
above.

The Company's total debt (long-term debt plus current portion of long-term debt)
reflecting the acquisitions  made in the first quarter of 2000 increased by $3.6
million  during  the  quarter  ended  March 31,  2000.  Management  regards  the
Company's current capital structure and banking  relationships as fully adequate
to meet foreseeable  future needs.  Except for the non-cash  distribution of the
stock of MCS  during  first  quarter  2000 as further  described  in Note 3, the
Company has not paid dividends on its common stock since 1979.

The Company's Annual Meeting of Shareholder was held 11 a. m., May 12, 2000 at
the Reed Institute adjacent to the Company's headquarters in
Westfield, Massachusetts.


<PAGE>


PART II - OTHER INFORMATION

Item 6 - Exhibits and Reports on Form 8-K

(a) Statement of Computation of Per Share Earnings ... Page 14

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

(c)  Mr. William S. Rafferty, Senior Vice President-Marketing returned from a
medical leave of absence on May 11, 2000.

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

                                                Three Months Ended March 31,

                                               2000                       1999
                                              --------                   ------
                        (Amounts in thousands, except earnings per common share)

Net Income                                   $   3,539             $   3,519
                                             =========             =========

Basic Earnings (Loss) Per Common Share

  Continuing Operations                     $    .44                $    .38
     Discontinued Operations               ($    .04)               $    .02
                                           ----------               --------
     Net Income                             $    .40                $    .40
                                            ========                ========

Basic Weighted Average Shares Outstanding      8,745                   8,881
                                            =========               =========

Diluted Earnings (Loss) Per Common Share

     Continuing Operations                  $    .44              $     .38
     Discontinued Operations               ($    .04)             $     .02
                                           ----------             ---------
     Net Income                             $    .40              $     .40
                                             ========             =========

Diluted Weighted Average Shares Outstanding    8,762                  8,908
                                            =========             =========



                                   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 10, 2000              By: /S/ Stephen M. Shea
                                --------------------
                                Stephen M. Shea, Senior Vice President - Finance
                                  and CFO (Chief Financial Officer)