U S SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10 QSB




                      (X) Quarterly Report Under Section 13
                           or 15 (d) of the Securities
                              Exchange Act of 1934

                     for the Quarter Ended August 28 , 1999


                 ( ) Transition Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


                            MICROPAC INDUSTRIES, INC.




Delaware                                                    75-1225149
   (State of Incorporation)                    (IRS Employer Identification No.)

905 E. Walnut, Garland, Texas                               75040
(Address of Principal Executive Office)                     (Zip
Code)

Registrant's Telephone Number, including Area Code          (972) 272-3571
                                                            --------------

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act of 1934 during the past 12 months (or for such
shorter period that the  registrant was required to file such reports),  and (2)
has been subject to such filing requirements for the past 90 days.


Yes    X                  No
     -----                   -----



At  November  30,  1998 and August 28,  1999,  there  were  3,627,151  shares of
registrant's  common stock  outstanding.  On these dates,  the aggregate  market
value of Common  Stock could not be  determined  since  there is no  established
public trading market for the Company's Common Stock.



<PAGE>





                            MICROPAC INDUSTRIES, INC.

                                   FORM 10-QSB

                                 AUGUST 28, 1999

                                      INDEX

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

                             Condensed  Statements  of  Income  for the  three
                                  months and nine months ended August 28, 1999
                                  and August 29, 1998
                             Condensed Balance Sheets
                             Condensed Statements of Cash Flows


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS.

PART II - OTHER INFORMATION

         ITEM 1              LEGAL PROCEEDINGS
         ITEM 2              CHANGES IN SECURITIES
         ITEM 3              DEFAULTS UPON SENIOR SECURITIES
         ITEM 4              SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
         ITEM 5              OTHER INFORMATION
         ITEM 6              EXHIBITS AND REPORTS ON FORM 8-K


SIGNATURES


<PAGE>

<TABLE>
<CAPTION>


                            MICROPAC INDUSTRIES, INC.
                            STATEMENTS OF OPERATIONS
                                   (unaudited)


PART I - FINANCIAL INFORMATION

ITEM 1 - Financial Statement

                                                      Statement of Income           Statement of Income
                                                    for three months ended             Year-to-date
                                                    8/28/99        8/29/98        8/28/99        8/29/98
                                                    -------        -------        -------        -------
<S>                                                <C>           <C>            <C>            <C>


Sales, Net of Returns & Allowances                $ 2,678,201    $ 2,874,529    $ 8,179,876    $ 8,978,433

Cost of Goods Sold                                 (2,118,155)    (2,187,333)    (6,219,055)    (6,762,542)
                                                  -----------    -----------    -----------    -----------

    Gross Margin                                      560,046        687,196      1,960,821      2,215,891

Selling, General & Administrative Expense            (486,833)      (551,802)    (1,587,683)    (1,717,783)
                                                  -----------    -----------    -----------    -----------

    Pre-Tax Income                                     73,213        135,394        373,138        498,108

Provision for Income Taxes                            (29,285)       (47,400)      (149,255)      (174,349)
                                                  -----------    -----------    -----------    -----------

    Net Income                                    $    43,928    $    87,994    $   223,883    $   323,759
                                                  ===========    ===========    ===========    ===========

Net Income Per Share                              $       .01    $       .02    $       .06    $       .09

Dividends per Share                                      --             --             --             --

Weighted Average Number of Shares                   3,627,151      3,627,151      3,627,151      3,627,151

</TABLE>


These  statements  reflect all adjustments  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.


<PAGE>

<TABLE>
<CAPTION>

                            MICROPAC INDUSTRIES, INC.
                                  BALANCE SHEET
                                   (Unaudited)

                                     ASSETS

CURRENT ASSETS                                                       8/28/99       11/30/98        8/29/98       11/30/97
                                                                     -------       --------        -------       --------
<S>                                                              <C>            <C>            <C>            <C>


     Cash and cash equivalents                                   $ 2,290,718    $   419,920    $   492,802    $   106,200
     Short term investments longer than 90 days                      650,238      1,934,456      1,576,782      1,542,919
        Receivables, net of allowance for doubtful accounts of     1,606,545      1,521,703      1,586,432      2,412,443
        $102,820 on August 28, 1999 and $103,911 on
            November 30, 1998
     Inventories:
         Raw materials                                             1,228,430      1,794,081      1,858,774      1,559,788
         Work-in process                                           1,090,339      1,122,147      1,147,572      1,091,414
     Prepaid expenses and other current assets                        71,529         75,258         90,802         63,371
     Deferred income tax                                             300,951        300,951        301,951        301,951
                                                                 -----------    -----------    -----------    -----------

                    Total current assets                           7,239,825      7,136,708      7,029,690      7,134,244

PROPERTY, PLANT AND EQUIPMENT, at cost:
     Land                                                             80,000         80,000         80,000         80,000
     Buildings                                                       497,924        497,924        497,924        497,924
     Facility improvements                                           690,628        690,628        692,487        694,705
     Machinery and equipment                                       4,481,772      4,434,214      4,463,839      4,335,348
     Furniture and fixtures                                          407,924        349,276        392,994        379,667
                                                                 -----------    -----------    -----------    -----------

                    Total property, plant, and equipment           6,158,248      6,052,042      6,127,244      5,987,644


         Less accumulated depreciation                            (4,988,640)    (4,812,400)    (4,851,282)    (4,663,958)
                                                                 -----------    -----------    -----------    -----------

     Net property, plant and equipment                             1,169,608      1,239,642      1,275,962      1,323,686
                                                                 -----------    -----------    -----------    -----------

                    Total assets                                 $ 8,409,433    $ 8,376,350    $ 8,305,652    $ 8,457,930
                                                                 ===========    ===========    ===========    ===========


                      LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES:
     Accounts payable                                            $   395,785    $   340,118    $   391,719    $   806,795
     Accrued payroll                                                 174,955        332,088        372,667        343,500
     Accrued professional fees                                        66,962         54,205         71,330         64,552
     Other accrued liabilities                                       197,213        160,094         82,060        226,166
     Income taxes payable                                             46,372        185,582        157,337        110,137
                                                                 -----------    -----------    -----------    -----------

                    Total current liabilities                        881,287      1,072,087      1,075,113      1,551,150

DEFERRED INCOME TAXES                                                 41,948         41,948         89,948
                                                                                                                   89,948

SHAREHOLDERS' EQUITY
     Common stock ($.10 par value) 10,000,000                        362,715        362,715        362,715        362,715
         authorized, 3,627,151 outstanding)
     Paid-in capital                                                 885,540        885,540        885,540        885,540
     Retained earnings                                             6,237,943      6,014,060      5,892,336      5,568,577
                                                                 -----------    -----------    -----------    -----------

                    Total shareholders' equity                     7,486,198      7,262,316      7,140,591      6,816,832
                                                                 -----------    -----------    -----------    -----------

                    Total liabilities and shareholders' equity   $ 8,409,433    $ 8,376,350    $ 8,305,652    $ 8,457,930
                                                                 ===========    ===========    ===========    ===========

</TABLE>


These  statements  reflect all adjustments  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.



<PAGE>


<TABLE>
<CAPTION>

                            MICROPAC INDUSTRIES, INC.
                             STATEMENTS OF CASH FLOW
                                   (Unaudited)

CASH FLOWS FROM OPERATING ACTIVITIES:                      8/28/99        8/29/98
                                                           -------        -------
<S>                                                    <C>            <C>

     Net Income                                        $   223,883    $   323,759
     Adjustments to reconcile net income to
         cash from operating activities:
             Depreciation and amortization                 176,240        187,324
         Changes in current assets and liabilities:
             Accounts receivable                           (84,842)       826,011
             Inventories                                   564,576       (273,561)
             Prepaid expenses & other current assets         3,729        (27,431)
             Income taxes                                 (139,210)        47,200
             Accounts payable                               55,667       (415,076)
             Accrued Payroll                              (157,133)        29,167
             Accrued liabilities                            49,876       (137,328)
                                                       -----------    -----------

         Net cash from operating activities                692,786        560,065
                                                       ===========    ===========


CASH FLOWS FROM INVESTING ACTIVITIES:

        Additions to property, plant and equipment        (106,206)      (139,600)
     Proceeds - Maturity of short term investments       1,284,218        (33,863)
                                                       -----------    -----------
             Net cash from investing activities          1,178,012       (173,463)
                                                       -----------    -----------


Net increase (decrease) in cash                          1,870,798        386,602

Cash at beginning of period                                419,920        106,200
                                                       -----------    -----------

Cash at end of period                                  $ 2,290,718    $   492,802

</TABLE>

These  statements  reflect all adjustments  which, in the opinion of management,
are necessary for fair statement of the results for the interim period.



<PAGE>



                            MICROPAC INDUSTRIES, INC.
ITEM 2         MANAGEMENT DISCUSSION AND ANALYSIS OF THE FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS



1.   Sales for the third  quarter and year to date 1999 totaled  $2,678,000  and
     $8,180,000  respectively.  Sales for the third quarter  decreased (6.8%) or
     ($196,000)  below sales for the same period of 1998.  The  decrease for the
     comparable  quarters was due to lack of orders with current period delivery
     requirements.  Sales for the first nine  months in 1999 are down  (8.9%) or
     ($799,000)  compared to the same nine month period in 1998.  Although sales
     improved  for  some  of  the   Company's   products  due  to  the  improved
     semiconductor  market, sales year to date, are down due to decreased orders
     for some of the Company's standard  high-temperature  and military products
     as well as new custom design products.


2.   Cost of sales for the  comparable  third  quarters of 1999 and 1998 totaled
     79.1% and 76.1% respectively,  primarily  attributable to raw materials due
     to changes in product mix. Cost of sales year-to-date 1999 totaled 76.0% of
     net  sales,  versus  75.3% for the  comparable  period of 1998.  Changes in
     product mix and ramp up for short-term  shipments were the primary  reasons
     for  increased  cost of sales  percentage  for the  comparable  nine  month
     periods of 1999 versus 1998.


3.   Selling,  general and  administrative  expenses  for the  comparable  third
     quarters   of  1999   versus  1998  were  18.2%  and  19.2%  of  net  sales
     respectively.  Year to date, selling,  general and administrative  expenses
     totaled 19.4% and 19.1% of net sales.  Selling,  general and administrative
     expenses  in the third  quarter  and year to date 1999 were below 1998 SG&A
     expenses by ($65,000) and ($130,000)  respectively.  Items  contributing to
     the decrease in selling, general and administrative expenses were decreased
     selling expenses and corporate travel expenses.


4.   Net income for the  comparable  third  quarters of 1999 versus 1998 totaled
     $44,000  and  $88,000  respectively  while year to date net income  totaled
     $224,000 and $324,000  respectively for the nine month comparable  periods.
     Income per share for the third  quarters of 1999 and 1998  totaled $.01 and
     $.02  respectively.  Year to date,  income per share  totals $ .06 for 1999
     compared to $ .09 per share for 1998.


5.   New orders for the third  quarter and year to date 1999 totaled  $3,374,000
     and $8,159,000 respectively compared to 1998's bookings of $1,450,000 and $
     $8,404,000 for the same periods. New orders received in 1999 are attributed
     primarily  to  sales  to  distributors  and  reorders  for  certain  custom
     products.  Outside  factors  continuing  to affect  bookings  are delays in
     expected add-ons to current military, space and aircraft related contracts;
     decreased oil industry  exploration  and the continued move of the military
     market place to commercial off-the-shelf products.


6.   Backlog of shippable orders totaled  $5,164,000 on August 28, 1999 compared
     to  $6,486,000  at the end of the  third  quarter  1998 and  $5,212,000  at
     November  30,  1998.  The  backlog  reflects  a good  mix of the  Company's
     products with firm deliveries scheduled over the next twelve (12) months.


7.   Assets for the first nine months of 1999 increased moderately by $33,000 to
     $8,409,000.  The  increase  in assets  for 1999 is  related  to  changes in
     current assets plus capital expenditures on machinery and equipment, net of
     depreciation.  The Company has reduced raw material inventories  ($566,000)
     by building  and shipping  product in 1999 from a buildup of raw  materials
     inventory  purchased in 1998. The increase in raw materials was largely due
     to shipments rescheduled by customers until 1999. The resulting receivables
     have been  collected  and allowed  the  Company to  increase  cash and cash
     equivalents and short term investments by $587,000 since November 30, 1998.

8.   Accounts  receivable remained relatively stable for the comparable quarters
     totaling  $1,607,000  for the third  quarter of 1999 compared to $1,586,000
     for the third  quarter of 1998.  Days  sales  totaled 54 days on August 28,
     1999 compared to 46 days on August 29, 1998.



<PAGE>


9.   Liabilities  and  Deferred  Income  Taxes for the first nine months of 1999
     decreased ($191,000) compared to a decrease of ($476,000) for the same nine
     month period in 1998.  The  decreases in  liabilities  for 1999 are related
     primarily  to the  reduction  of accrued  payroll  expense  and accrued tax
     liabilities for the current year.


10.  Shareholders'  equity increased  $224,000 for the first nine months of 1999
     compared to $323,000 for the same period of 1998.

11.  Cash, cash equivalents and short term investments  increased $587,000 since
     November 30, 1998  compared to an increase in cash of $420,000 for the same
     period in 1998.  Changes in cash and investments for 1999 are attributed to
     cash used for operating activities,  primarily the reduction of inventories
     while  changes  in cash and  investments  for 1998 were  attributed  to the
     reduction of accounts receivables.

12.  In  management's  opinion,  to the  best  of  their  knowledge,  year  2000
     compliance including all Y2K updates have been completed.  The overall cost
     for hardware,  software,  reprogramming,  vendor notification and continued
     follow-up is estimated to be less than $40,000.

<PAGE>


PART II - OTHER INFORMATION

ITEM 1.           LEGAL PROCEEDINGS
                  -----------------

                  The Company is not involved in any material current or pending
                  legal  proceedings,  other than  ordinary  routine  litigation
                  incidental to its business.

ITEM 2.           CHANGES IN SECURITIES
                  ---------------------

                  None

ITEM 3.           SUBMISSION OF MATTERS TO VOTE OF SECURITY HOLDERS
                  -------------------------------------------------

                  None

ITEM 4.           OTHER INFORMATION
                  -----------------

                  None

ITEM 5.           EXHIBITS AND REPORTS ON FORM 8-K
                  --------------------------------

                  None




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 duly authorized.

                                       MICROPAC INDUSTRIES, INC.


9-27-99                                /s/ Nicholas Nadolsky
-------                                    --------------------------
Date                                       Nicholas Nadolsky
                                           Chairman of the Board/CEO


9-27-99                                /s/ Dave Hendon
-------                                    --------------------------
Date                                       Dave Hendon
                                           Controller