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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                        
                               FORM 10-KSB


[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

For the Fiscal Year Ended June 30, 1997

OR

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
     EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

     For the transition period from ___________ to ___________

     Commission File No. 0-8027

                         EASTCO INDUSTRIAL SAFETY CORP.                  
                 (Name of small business issuer in its charter)

    NEW YORK                  5098                       11-1874010
--------------                ----                       -----------
(State or other          (Primary Standard             (I.R.S. Employer
jurisdiction of          Industrial Classification       Identification
incorporation or              Code Number)                  Number)
organization)

       130 West 10th Street, Huntington Station, New York         11746
     --------------------------------------------------------------------
        (Address of principal executive offices)               (Zip Code)

Registrant's telephone number, including area code (516) 427-1802
                                                    -------------
Securities registered pursuant to Section 12 (b) of the Act:

                                                  Name of Each Exchange
Title of Class                                    on Which Registered
--------------                                    ---------------------

a) $.12 par value common stock ("Common Stock")   Boston Stock Exchange
b) Class B Redeemable common stock purchase       Boston Stock Exchange
   warrant ("Class B Warrant")  

Securities registered pursuant to Section 12 (g) of the Act:

a) $.12 par value common stock ("Common Stock")
b) Class A Redeemable Common Stock Purchase Warrant ("Class A Warrant")
c) Class B Redeemable Common Stock Purchase Warrant ("Class B Warrant")

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

                         YES  X                NO     
                             ---                  ---
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Check if there is no disclosure of delinquent filers in response to Item 405
of Regulation S-B not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB:  [X]

State registrant's revenues for its most recent fiscal year.  $27,987,969

The aggregate market value of the voting stock held by non-affiliates of the
registrant as of September 15, 1997 was approximately $3,825,054. Non-affiliates
include all shareholders other than officers, directors and 5% shareholders
of the Company.  Market value is based upon the price of the Common Stock as
of the close of business on September 15, 1997 which was $2.4375 per share as
reported by NASDAQ.

As of September 15, 1997, the number of shares outstanding of the Common
Stock was 1,683,079 shares.  The number of shares has been adjusted for prior
stock splits and estimated rounding for fractional shares.


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                             PART I
                                
Item 1.  Description of Business

(a)  Business Development.

     Eastco Industrial Safety Corp. ("Eastco"), the registrant, is a
corporation organized and existing under the laws of the State of New York,
having been incorporated on May 15, 1958.

     The Company, through its wholly-owned subsidiaries, Disposable Safety
Wear, Inc. ("Disposable"), Safety Wear Corp. ("Safety Wear"), Puerto Rico
Safety Equipment Corporation ("Puerto Rico Safety Equipment"), and Puerto
Rico Safety Corp. ("Puerto Rico Safety"), manufactures industrial protective
clothing products and distributes a wide range of industrial safety products. 
The Company's Manufacturing Operations sells its products to distributors. 
The Company's Distribution Operations sells products to "end users,"
including manufacturing companies and service businesses, public utilities,
fisheries, pharmaceutical plants, the transportation industry and companies
engaged in hazardous materials abatement. Use of products sold by the Company
has in a large part resulted from the adoption of OSHA standards and the
awareness of industry and the general public for the need to remove hazardous
materials contained in industrial facilities, schools and buildings.

     On April 11, 1997 the Company organized Eastco Glove Technologies Inc.
("Technologies") under the laws of the State of Minnesota, as a wholly owned
subsidiary.  On April 17, 1997 Technologies acquired all of the outstanding
common stock of Protective Knitting Inc.  ("PKI") a Minnesota corporation and
certain assets of PR Industries Inc.  ("PRI").  The acquired businesses which
are based in Minnesota, manufacture protective knit gloves which are being sold
nationally through the Company's distributors.

     During the fiscal year ended June 30, 1997, the Company retained the use
of two separate contracted production facilities in Mexico to sew materials
already cut by the Company. The use of these subcontractors results in reduced
production costs.

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     In March 1997 Lawrence Densen became President and Chief Executive Officer
of the Company and Alan E. Densen became a Senior Vice-President.  Anthony P. 
Towell continues as a Senior Vice-President.  Arthur Wasserspring became Chief
Financial Officer and Vice-President of Finance and Richard Boyen became Vice-
President of Manufacturing on February 1, 1997.

     During fiscal 1997, the Company began to focus on the sale of products
manufactured by it in its manufacturing segment.

(b) Business of Issuer.

Manufacturing Operations

(1)  Manufactured products are sold under the "Charkate /Worksafe",
"Charkate", "Worksafe" and "COVER-UP" trade names. The Company, through
Disposable, Safety Wear and Puerto Rico Safety Equipment manufactures
limited use (in prior years referred to as disposable) and reusable industrial
protective apparel.  Limited use protective products include coveralls, shirts,
pants, headwear, hoods, aprons, smocks, lab coats, hazardous material handler
suits, examination gowns, sleeves, shoe covers and related items.  Limited use
clothing is designed to protect the user from, among other things, splash, dirt
contamination and against a wide range of substances. Limited use clothing is
made primarily of a spun bonded polyolefin produced solely by DuPont under the
trade name Tyvek(R).  Reusable industrial protective clothing consists of items
for the protection of various parts of the body which are designed to shield the
user from, among other things, splash, dirt, contamination, heat, fire, cold and
the outside environment.  Specific products manufactured include coveralls,
gloves, mitts, shirts,  thermal underwear, sleeves, coats, pants, leggings,
spats, bibs, safety vests and a variety of other kinds of protective clothing
and uniforms. 

     Pursuant to the acquisition during April, 1997, the Company now
manufactures protective knit gloves and sleeves which are sold by the Company's
Charkate Worksafe/Knit Glove Division. They are generally made of cotton and
cotton polyester composite high tensile cut resistant yarns made of kevlar and
aramid fibers, as well as steel, stainless steel and other high cut resistant
composite fibers.  The products may have special coating and in general are used
to protect the user from cuts and abrasions, and can be used in industries
involving such items as meat packing, glass handling, sheet metal, and
automotive protection.

     Sales of manufactured limited use clothing and related limited use products
accounted for approximately 45% and 43% of the Company's consolidated revenues
for the fiscal years ended June 30, 1997 and 1996, respectively.

(2)  The Company's Manufacturing Operations and warehousing are located
primarily in Puerto Rico and Alabama.  During the fiscal year ended June 30,
1997, the Company retained the use of two separate contracted production
facilities in Mexico to sew materials already cut by the Company.  The Company's
Manufacturing Operations are directed primarily from New York. The Company's
products are sold primarily in the United States and Puerto Rico. The Company
sells its manufactured products through sales representatives.

     In addition, manufactured products are sold through the Company's
Distribution Operations in the northeastern region of the United States
and Puerto Rico to "end users."  The Company is presently endeavoring to expand
its sales into Europe.

     The Company utilizes catalogs and telemarketing to aid in its sales

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efforts, although the Company does not engage in any mail order business.
Sales are primarily to distributors who sell to "end users" comprised of
industrial, commercial and governmental accounts.  The Company considers
industrial accounts to be those businesses which are primarily based upon
manufacturing and production, while commercial accounts are considered by the
Company to be service businesses.  The Company also believes that standards
established by OSHA have resulted in a need by others to purchase the
Company's products.  Sales are also promoted through trade shows, mailings
and advertising in trade magazines and directories.

(3)      The Company has made no public announcement of, or made public
information about, any new product in this segment which would require the
investment of a material amount of the Company's assets or which otherwise is
material, other than with respect to its aforementioned acquisition described
above in Item 1(a) and in the Company's 10QSB for the period ended March 31,
1997, Part II, Item V(d) which is incorporated by reference herein.  

(4)      The market for industrial protective clothing and industrial safety
products is extremely competitive.  The Company faces competition in all  of
its product markets from large, established companies that have greater
financial, managerial, sales and technical resources than the Company, and
some of the Company's product markets are dominated by such larger companies. 
Larger competitors also may be able to benefit from economies of scale and
introduce new products that compete with the Company's products.  The
Company's primary competitors in its Manufacturing Operations are Kappler
Inc. and Lakeland Industries, Inc., in limited use clothing sales, and Red Kap,
a subsidiary of VF Industries Inc., Topps Mfg. Co. and Workrite Uniform Co. in
the sale of reusable clothing.  Primary competitors in the manufacture of gloves
are Chicago Protective Apparel, Inc., Steel Grip, Inc., and Golden Needles
Ansell, Inc. 

(5)     The Company is not dependent upon any one company for a source of
supply of raw materials for its manufacturing operations other than DuPont
which supplies the Company with Tyvek(R), which is used in various lines of
its limited use products. Products utilizing Tyvek(R) accounted for
approximately 44% and 41% of consolidated sales for the fiscal years ended
June 30, 1997 and June 30, 1996, respectively.  Management believes that its
current relationship with DuPont is satisfactory.  Loss of DuPont as a supplier
of Tyvek (R) would have a material adverse effect on the Company's
Operations.

(6)     This segment of the Company is not dependent upon any single customer
or any few customers, the loss of any one or more of whom would have an
adverse effect on the business of the Company.  No one company or customer
accounts for more than 10% of this segment's sales.  

(7)      Puerto Rico Safety Equipment is engaged in manufacturing in Puerto
Rico and was granted an exemption for seventeen (17) years under the Puerto
Rico Industrial Tax Exemption Act of 1963 (the "Industrial Tax Act") with
respect to Puerto Rico income taxes on the production of such items as safety
clothing, protective sleeves, coats, pants, hoods and jackets for the period
commencing January 1, 1970.  On July 1, 1989 Puerto Rico Safety Equipment was
granted an extension of its exemption and has a 90% exemption from Puerto Rico
income taxes for the ten-year period ending on June 30, 1999.  During this
period, Puerto Rico Safety Equipment has a 75% exemption from Puerto
Rico municipal taxes on its real and personal property utilized in its
operations.

     Disposable has been granted a fifteen-year exemption under the

<PAGE>

Industrial Tax Act with respect to Puerto Rico income taxes on its operations
covering the production of limited use clothing and with respect to the
property used in its operations for the period commencing June 4, 1977,
subject to the terms of the grant.  This exemption has been extended until
June 30, 2006 on the basis of a 90% exemption on Puerto Rico income taxes and
a 60% exemption on municipal taxes on its real and personal property.

     As Puerto Rico tax exemptions are reduced or expire the Company may be
required to pay taxes on income earned in Puerto Rico.  The Company is unable
to predict the amount of such impact after such exemptions are reduced or
expire.   

     Puerto Rico Safety Equipment and Disposable have elected to apply
Section 936 of the Internal Revenue Code, effective July 1, 1979.  The
provisions of Section 936 are effective until revoked by the Company.  If the
conditions of Section 936(a)(2) are satisfied, the Section 936 credit equals
the portion of the United States income tax that is attributable to taxable
income from sources outside the United States derived from the active conduct
of a trade or business within a United States possession, or the sale or
exchange of substantially all of the qualified possession source investment
income.  Dividends payable by each subsidiary to the Company from operations
are entitled to a 100% dividends received deduction but are subject to a 10%
withholding tax in Puerto Rico.  The Omnibus Budget Reconciliation Act of
1993 (the "Omnibus Act") imposes new limitations on computing the Possession
Tax Credit under Section 936 for tax years beginning after 1993.  The Company
made an election in 1995 which reduced the credit to 60% of the 1994 level and
which further phases out the credit by 5% in each subsequent year to a maximum
credit of 40% in 1998.  Since the credit is a function of future earnings, if
any, the effect of such limitations cannot be determined at the present time. 
In addition, the Omnibus Act makes the 100% dividends received deduction subject
to the Alternative Minimum Tax Calculation. The Small Business Job Protection
Act of 1996 further limits the Possession tax credit for years beginning after
2001 with the credit being eliminated for tax years beginning after 2005. No
dividends have been declared on the aggregate undistributed earnings of
Puerto Rico Safety Equipment and Disposable (which through June 30, 1997,
aggregates approximately $2,321,176) and none are intended to be declared 
because it is management's intention to reinvest the earnings, if any, from
such subsidiaries indefinitely.  The Company believes that based upon
current operations, the Omnibus Act will not have a material effect on the
Company for the foreseeable future.

(8) and (9) The Company does not believe that there is a need for
governmental approval for it to  sell its principal products in this segment.
Various of the Company's products are subject to OSHA and other governmental
standards.

(10) The Company, during the last two fiscal years, has not spent any
material amount on research and development relating to the development of
new products, services or techniques or the improvement of existing products,
services or techniques.

(11) Compliance with Federal, State and local environmental laws is expected
to have no material effect upon capital expenditures, earnings and the
competitive position of the Company.  

     The Company's manufacturing facilities are subject to regulation and
inspection standards established by OSHA.  Such facilities have not yet been
inspected for compliance with OSHA.  Although the Company believes it is in
material compliance with required standards, there can be no assurance that

<PAGE>

any inspection will not reveal that the Company has failed to comply with
OSHA and that, as a result, the Company may be required to expend sums, which
can be costly, to assure compliance with OSHA regulations.

(12) The total number of employees employed by the registrant as of June 30,
1997 was approximately 284 for both segments.

Distribution Operations

(1)  The Company, primarily through Eastco, distributes industrial safety
products to "end-users" made by the Charkate / Worksafe division as well as
by non-affiliated companies.  Products distributed include hard hats, protective
glasses, ear muffs, ear plugs, respirators, goggles, face shields, rainwear,
protective footwear, first-aid kits, monitoring devices, signs and related
products. These products are sold to manufacturing companies and service
businesses, including public utilities, fisheries, hospitals, pharmaceutical
plants, the transportation industry and companies engaged in hazardous
materials abatement.

     The Company supplies a variety of items which may be used during the
removal and/or encapsulation of hazardous materials in office buildings,
chemical plants, refineries, electric generating plants and schools. 
Abatement products sold by the Company include in the largest part, items
made by other companies, such as negative air machines, respirators, air
filtration equipment, vacuums, polybags and sheetings, decontamination
showers, signs, tools, pumps, sprayers and related equipment.  The Company
does not engage in the removal or encapsulation of hazardous materials. 
Sales of these products accounted for approximately 13% and 20% of the
Company's consolidated revenues for the fiscal years ended June 30, 1997 and
June 30, 1996, respectively.  The foregoing percentages do not include
products used in the abatement field which are manufactured by the Company.

(2)  The Company's Distribution Operations are primarily directed from the
Company's offices in New York.  The Company also has facilities for
warehousing and distribution of its non-manufactured products in Puerto Rico,
Connecticut and Florida.  The Company sells a variety of safety products from
independent manufacturers, including, but not limited to 3M and Racal Health and
Safety, Inc.  Items distributed are sold primarily in the northeastern region
of the United States.

     The Company employs 9 full-time salespeople in its Distribution
Operations who sell products distributed by the Company, and on a more
limited basis, products manufactured by the Company.  The Company uses catalogs
and telemarketing to aid in its sales efforts.  The Company does not engage in
any mail order business nor sell on a retail basis.  Sales are primarily to
industrial, commercial and governmental accounts which are "end users".

(3)  The Company has made no public announcement of, or made public
information about, any new product in this segment which would require the
investment of a material amount of the Company's assets or which otherwise is
material.  

(4)  The market for industrial protective clothing and industrial safety
products is extremely competitive.  The Company faces competition in all  of
its product markets from large, established companies that have greater
financial, managerial, sales and technical resources than the Company, and
some of the Company's products markets are dominated by such larger
companies. Larger competitors also may be able to benefit from economies of
scale and introduce new products that compete with the Company's products.

<PAGE>

The Company's major competitors in its Distribution Operations are Balco
Industries, Inc. and Freemont Safety Corp. in industrial sales, and
Insulation Distributions Company, Industrial Productions Company and Aramsco
Company in abatement sales.

(5)  The Company serves as a distributor for various firms but is not
dependent upon any one company for which it acts as a distributor.

(6)  This segment of the Company is not dependent upon any single customer or
any few customers, the loss of any one or more of whom would have an adverse
effect on the business of the Company.  No one company or customer accounts
for more than 10% of this segment's sales.

(7)  Patents, trademarks, licenses, franchises and concessions are not
material to this segment.

(8) and (9)  The Company does not believe that there is a need for
governmental approval for it to  sell its principal products in this segment. 
Various of the Company's products are subject to OSHA and other governmental
standards.

(10)  The Company, during the last two fiscal years, has not spent any
material amount on research and development relating to the development of
new products, services or techniques, or the improvement of existing
products, services or techniques.

(11)  Compliance with Federal, State and local environmental laws is expected
to have no material effect upon capital expenditures, and the competitive
position of the Company.

(12)  See (12) above under the Company's Manufacturing Operations.

Item 2.  Description of Property

     The following properties are material to the business of the Company:

     The executive offices of the Company are located at 130 West 10th
Street, Huntington Station, New York and are owned by the Company (the
"Huntington Property").  The Huntington Property is also used for warehousing
and distributing and contains approximately 25,000 square feet of warehouse
space and 5,000 square feet of office space.  At June 30, 1997, the premises
were subject to a first real estate mortgage due to 130 West 10th Street
Associates, LLC  ("Associates") in the amount of $433,737.  The wives of
Messrs. Alan Densen and Anthony Towell, executive officers and directors of
the Company and Charles Holzberg, a director, are members of Associates.

     The Company's wholly owned subsidiary, Disposable, leases a building, which
is used for manufacturing and warehousing, consisting of approximately 45,000
square feet in Aguadilla, Puerto Rico from the Puerto Rico Industrial 
Development Company.  A lease was entered into for these premises on
February 21, 1995, effective for the ten year period commencing September
1, 1993.  Rent for the twelve month period ending August 31, 1997 was at the
monthly rate of $7,824, which escalates to $13,041 in the final year of the
lease.

     The Company's wholly owned subsidiary, Safety Wear, occupies
approximately 40,000 square feet in Decatur, Alabama.  The premises are
utilized for the cutting and warehousing of coveralls and the manufacturing
of limited use products.  The Company pays $8,450 rent per month on a

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month-to-month basis. Should these facilities not be available to the Company,
the Company believes that alternative sites are readily available at a
comparative cost.

Item 3.   Legal Proceedings

     The Company, in the past, used asbestos in the manufacture of its
products.  Such use was terminated by the Company in the mid-1980's.  It has
been alleged that asbestos is a cause of cancer, asbestosis, mesothelioma,
and other related diseases, the symptoms of which may not appear for twenty
or more years.  Since the early 1980's, numerous lawsuits have been
instituted against the Company by persons who have been exposed to asbestos
and asbestos products. Such legal proceedings, for the most part, are covered
by the Company's insurance policies.  

     As of June 30, 1997, the Company estimates that it is a party to
approximately 300 cases with respect to exposure to asbestos involving
approximately 1900 plaintiffs, of which no cases pertain to Puerto Rico
Safety Equipment.  Reference is made to Exhibit 99.05 for a schedule of the
known pending actions against the Company, as of June 30, 1997, that have not
been settled or dismissed. 

     All of the actions against the Company to date have been brought by
non-employees of the Company and are based upon personal injury claims.  The
pending actions are in the Supreme Court of the State of New York, County of
New York; Superior Court of New Jersey, Middlesex County, Law Division; and
the Court of Common Pleas of Luzerne County, Trial Division of Pennsylvania. 
The number of first-party plaintiffs include, in various instances, spouses
of said plaintiffs.  The actions, with the exception of one pending action,
involve a multitude of defendants.  The complaints allege exposure to
asbestos and asbestos products over various periods of time.  Each seeks
varying amounts of damages, usually unlimited, or for each plaintiff as high
as $10,000,000 for compensatory damages and $20,000,000 for punitive damages. 
The Company may become a party to additional asbestos actions in the future. 

     From 1981 through June 30, 1997, the Company estimates that
approximately 920 actions on behalf of approximately 8,100 first-party
plaintiffs have been instituted against it concerning asbestos-related claims
and that approximately 620 actions and the claims of approximately 6,300
plaintiffs have been terminated against the Company.  During fiscal 1997, the
Company estimates approximately 30 actions on behalf of approximately 600
first party plaintiffs were instituted against it and approximately 14 cases
involving 23 plaintiffs were settled or discontinued against the Company for
which the Company has not been required to pay monies to date. The Company
estimates that as of June 30, 1997, with the exception of defense costs, a total
of approximately $1,500,000 has been paid, or agreed to be paid, in settlements
to date with regard to the terminated actions (inclusive of actions against
Puerto Rico Safety Equipment) of which all but approximately $30,000 has been
paid by the Company's insurance carriers. The foregoing is based upon
information available to the Company to date. Through June 30, 1997, the Company
has paid less than $40,000 for legal and defense costs to counsel appointed by
the insurance carriers to defend it.  Past results of settlements and defense
costs are not necessarily indicative of future settlements and defense costs,
which the Company is unable to predict.

     For the period April 1, 1968 to April 1, 1969 and March 11, 1971 to
November 27, 1985, the Company believes that it has various policies of
primary insurance in different amounts which would protect it against
liability for asbestos-made, product-related personal injuries.  The policies

<PAGE>

range in amounts from $50,000 to $1,000,000.  The Company also believes that
since August 10, 1972 to on or about August 11, 1986 it has had various
policies for excess coverage applicable to asbestos claims.  These policies
range in amounts from $500,000 to $10,000,000 for excess coverage. There are
gaps of approximately six weeks in the primary coverage between March 11,
1971 to November 27, 1985 and approximately thirty-six months in the excess
coverage between August 10, 1972 and August 11, 1986 and an additional period
of approximately thirteen months for excess coverage insurance companies in
liquidation where there is likely to be no coverage. Reference is made to
Exhibits 99.06 and 99.07 for a schedule of the foregoing insurance policies. 
The policies of insurance set forth on Exhibits 99.06 and 99.07 are not
applicable to all of the subsidiaries of the Company, which have varying
coverage, and such subsidiaries may also be without coverage for various
times of their doing business.  Not all of these policies are in the
possession of the Company.  

     During fiscal 1994, the Company reached a settlement pertaining to all
pending and future cases against Eastco in the State of  New York brought by
one firm of plaintiffs' attorneys, which firm has been primarily responsible
for bringing asbestos actions against the Company in the State of New York. 
The settlement does not apply to Puerto Rico Safety Equipment and is only
applicable to cases brought by the same law firm against the Company in the
State of New York.  The Company is to be dismissed without any payment in
cases not involving any exposure to a power generating station in the State
of New York ("Powerhouse").  Where there is Powerhouse exposure, a payment of
$100 is to be made for each alleged nonmalignant case and $300 for each
malignant case. Where plaintiffs consist of two spouses, such is deemed one
case. Payment is to await appropriate documentation of exposure, releases
from the plaintiffs and the agreement of each plaintiff whose case is
settled.  A copy of the letters between counsel for the Company and counsel
for plaintiffs' attorneys setting forth this settlement is designated as
Exhibit 99.11.  It should be noted that of the pending cases set forth above,
approximately 60 of these cases involving approximately 1,400 of the plaintiffs
are subject to this settlement.

     Effective June 26, 1990, an agreement between the Company and its
primary insurance carriers dated March 26, 1990 became effective.  The
Company entered into this agreement in an effort to resolve uncertainties as
to its insurance coverage which will cover asbestos claims against the parent
Company where any exposure to asbestos is alleged during the period 1971 to
1985, inclusive.  Pursuant to this agreement, the Company is obligated to
share in the payment of asbestos-related claims against Eastco. Pursuant to
the agreement, the Company is obligated to pay 12% of all attorneys' fees
incurred on its behalf and 17% of indemnity costs (which include judgment and
settlement amounts).  The balance of these costs are to be paid by the
insurance carriers which are party to the agreement.  The agreement is
subject to the policy limitations of each insurance policy.  The agreement may
be terminated at any time upon ninety (90) days' notice by any of the parties
provided that termination may not be effective as to any asbestos action that
has already been placed on the trial calendar, unless it has a scheduled
trial date more than twelve (12) months from the date the notice of
termination is given.  The Company is presently aware of no pending
case on the trial calendar.  A copy of the defense and indemnity agreement
dated March 26, 1990 is designated as Exhibit 99.09. 

     Effective during May, 1991 the Company entered into a Settlement
Agreement and Release with Mount Vernon Fire Insurance Company.  Pursuant to
this Agreement, which is designated Exhibit 99.10, the Company discontinued
its action against Mount Vernon, which provided that, subject to the terms of

<PAGE>

the Agreement, Mount Vernon would reimburse the Company (where applicable)
for 6.25% of attorneys' fees (52.08% of the Company's 12% share referred to
in the agreement in the previous paragraph) and 6.25% of indemnification
costs (36.76% of the Company's 17% share referred to in the agreement in the
previous paragraph).  The Agreement is not applicable to any asbestos actions
against the Company where no exposure is alleged to products manufactured or
distributed by Eastco between April 1, 1968 and April 1, 1969.  The Agreement
may be terminated at any time upon 90 days' notice, but such notice is not
applicable to asbestos actions placed on a trial calendar, unless such has a
trial date more than twelve months from the date the notice of termination is
given.  The agreement provides that the limit available under the policy is
$100,000 plus attorneys' fees while the agreement is in effect and is
applicable only to the parent company.  Approximately $25,000 has been
reimbursed by Mount Vernon Fire Insurance Company as of June 30, 1997 for
indemnification.

     The Company is unable to ascertain the total extent of insurance
applicable to asbestos claims against it or the extent to which its insurance
carriers will provide coverage.  The two agreements  referred to above
between the Company and the insurance carriers may not be applicable to
Puerto Rico Safety Equipment Corporation , which is covered by other
insurance.  To date, the claims settled by Puerto Rico Safety Equipment
Corporation have been paid in full by insurance.  A schedule of insurance
believed to be applicable to Puerto Rico Safety Equipment Corporation is
designated Exhibit 99.08.  No agreement has been reached with the insurance
companies confirming all of these policies, which range from $100,000 to
$500,000 for primary coverage and $1,000,000 to $5,000,000 for excess coverage. 
The policies for Puerto Rico Safety Equipment Corporation cover the period March
11, 1971 to July 23, 1986 with various gaps as described on the exhibit.  

     During the fiscal year the action entitled Michael F. Cilone and Marie
Cilone v.  Willson Safety Products, Inc., Standard Coating Corporation, National
Paint Co., Inc., E.I. DuPont De Nemours & Co Inc., Orb Industries, Inc., PPG
Industries Inc., Olde England Paint & Varnish Corp., Oatey Co., d/b/a Bond Tight
Products, Eastco Industrial Safety Corp. was terminated by a settlement of $1.75
million of which the Company's obligation of $25,000 was paid for by the
Company's insurance.

     The Company's insurance may not provide coverage for punitive damages
where such damages are sought against it in pending litigation.  Punitive
damages are allowable in addition to compensatory damages and are awarded as
a punishment to the defendant for the wrong in the particular case as well as
for the protection of the public against similar acts, to deter the defendant
from a repetition of the wrongful act and to serve as a warning to others. 
Usually a wrong, aggravated by an evil or wrongful motive or a willful and
intentional misdoing or a reckless indifference equivalent thereto, is
required for a court to award punitive damages.  The Company is unable to
specify whether its actions would give rise to punitive damages.  It believes
that its actions should not give rise to punitive damages.  There, however,
can be no assurance that this will be the case.  The Company is a party to
miscellaneous other litigation which the Company believes will have no material
affect against it.

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

          Not applicable.

<PAGE>
                     EXECUTIVE OFFICERS OF THE REGISTRANT

                                                     First Elected
                              Offices and              Officer of
Name                         Position Held            the Company
----                         -------------            --------------

Lawrence Densen              President and Chief      1986
                             Executive Officer   

Alan E.  Densen              Senior Vice President    1958

Anthony P.  Towell           Senior Vice President    1989
                             and Secretary

Arthur Wasserspring          Vice President of        1997
                             Finance and Chief
                             Financial Officer

Richard Boyen                Vice President of        1997
                             Manufacturing
----------------

All of the above executive officers have been elected to serve until the next
annual meeting of the board of directors presently anticipated to be held
December 11, 1997, or until their respective successors are elected and
qualified.

Lawrence Densen is the son of Alan E. Densen.


<PAGE>

                            PART II

Item 5.   Market for Common Equity and Related Stockholder Matters

(a)  The principal market on which the Common Stock of the Company is traded
is the NASDAQ Small-Cap Market and its symbol is ESTO.  The following chart
sets forth the high and low sales prices as determined from NASDAQ for the 
Common Stock for the last two fiscal years and is adjusted for the Company's
1-for-10 reverse stock split effective August 12,1996 (the "Reverse Split").

                                  High                            Low
                              ------------                    ------------
Fiscal Year Ended June 30

     1996
     ----
First Quarter                    $ 20.00                        $15.00
Second Quarter                     20.63                         10.63
Third Quarter                      14.38                          7.50
Fourth Quarter                     14.38                          6.25


     1997
     ----

First Quarter                    $ 10.00                        $ 5.63
Second Quarter                      6.25                          4.25
Third Quarter                       4.66                          3.75
Fourth Quarter                      5.31                          2.13


(b)  The approximate number of holders of record of the Common Stock as of
September 15, 1997 was 220.  The Company believes there are in excess of
1,200 beneficial holders of the Common Stock.

     (1)  No dividends have been paid during the past two years.

     (2)  The Company has no present intention of paying any cash dividends
in its foreseeable future and intends to use its net income, if any, in its
operations.

     (3)  The Company is prohibited from paying dividends under its loan
agreement with Congress Financial Corporation ("Congress").










<PAGE>


Item 6.   Management's Discussion and Analysis


     To be filed by amendment.





<PAGE>

Risks

     From time to time, information provided by the Company or statements
made by its employees, or information provided in its filings with the
Securities and Exchange Commission may contain forward looking information.
The Company's actual future results may differ materially from those
projections or statements made in such forward looking information as a
result of various risks and uncertainties, including but not limited to
asbestos litigation and insurance coverage applicable thereto, competition,
management, manufacturing outside of the United States and its territories,
government regulation, the need for substantial inventories including Tyvek(R),
losses, availability of capital, the absence of dividends, and tax incentives. 
There can be no assurances that asbestos litigation will not have an adverse
affect upon the Company. The market price of the Company's Common Stock may be 
volatile at times in response to fluctuations in the Company's quarterly 
operating results, changes in analyst earnings estimates, market conditions,
as well as general conditions and other factors general to the Company.





Item 7.   Financial Statements

          To be filed by amendment.


Item 8.   Changes in and Disagreements with Accountants on
          Accounting and Financial Disclosure

          Not applicable.




<PAGE>

                                 PART III

Item 9.   Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act

(a)  The directors and executive officers of the Company are as follows:

Name                 Age(1)   Position
----                 ---      --------
Lawrence Densen      39       President, Chief Executive Officer and Director

Alan E. Densen       63       Senior Vice President and Director

Anthony P. Towell    66       Senior Vice President, Secretary and Director

Richard Boyen        56       Vice President of Manufacturing Operations

Arthur Wasserspring  55       Vice President of Finance and Chief Financial
                              Officer

Dr. Martin Fleisher  60       Director

James Favia          63       Director

Charles Holzberg     62       Director

Dr. Bruce Friedman   39       Director
-----------------------
(1)  Age as of September 20, 1997.

The term of office of the following directors does not expire until the
Company's next annual meeting and when their successors are chosen:

                     Dr. Martin Fleisher
                     James Favia
                     Charles Holzberg
                     Dr. Bruce Friedman


The term of office of the following directors does not expire until the
Company's following annual meeting and when their successors are chosen:

                     Lawrence Densen
                     Alan E. Densen
                     Anthony P. Towell

Lawrence Densen became President and Chief Executive Officer of the Company
effective March 1, 1997.  Prior to this time, he served as Senior Vice
President and has also been a Vice President. He has been a director of the
Company since 1986. He is the son of Alan E. Densen.

Alan E. Densen is a Senior Vice President and has been a director of the
Company since 1958. From 1958 through March 1, 1997 (except for the period
September 1993 to January 1994, when he served as its Senior Vice President),
he served as President and Chief Executive Officer of the Company.  He was
also Treasurer and Chief Financial Officer of the Company through 1992.  He
is the father of Lawrence Densen.

Anthony P. Towell is a Senior Vice President and has been Secretary of the
Company since 1993.  From 1992 through February 1, 1997, he served as the 

<PAGE>

Company's Vice President of Finance, Treasurer, and Chief Financial Officer,
and from 1989 to 1992 he served as its Vice President.  He has been a
director of the Company since 1989. In addition, he has been a director of
Windswept Environmental, Inc. ("Windswept")(formerly Tradewinds, Inc.) since
November 1996, as well as vice president and co-chairman of the board since
March 1997. He has also been a director since 1988 of Nytest Environmental
Inc. ("Nytest"), a hazardous waste testing company.  He was a director from 1988
to 1995 of New York Testing Laboratories, Inc. ("NYT"), a laboratory testing 
company and manufacturer of automotive accessories. Mr. Towell was a
director of Ameridata Technologies, Inc. ("Ameridata"), a provider of
computer products and services from 1991 to 1996. The common stock of
Windswept and Nytest are registered, and the common stock of Ameridata was
registered, under Section 12(g) and (b), respectively, of the Securities
Exchange Act of 1934.

Richard Boyen has been employed with the Company since 1994, serving as Vice
President of Manufacturing Operations since February 1, 1997.   From 1990
until his employment with the Company in 1994, he served as Director of
Manufacturing for Kappler Safety Group, a manufacturer of industrial and
safety disposable clothing.

Arthur Wasserspring has been employed with the Company since 1994, serving as
Vice President of Finance since February 1, 1997.  From July, 1989 until his
employment with the Company in 1994, he served as a financial and business
consultant for companies in the distribution, manufacturing, retail and other
industries.

Dr. Martin Fleisher has been a director of the Company since 1989. He 
holds a Ph.D. in biochemistry from New York University, and has been an 
attending clinical chemist at Memorial Sloan-Kettering Cancer Center since
1967. He devotes only a limited portion of his time to the business of the
Company. 

James Favia has been a director of the Company since July 26, 1995. He has
been a consultant during the past five years to Donald & Co. ("Donald"),
which has acted as the Company's investment advisor. He is a chartered
financial analyst and has an MBA in finance which he obtained from New York
University in 1959. He was a director of T.J. Systems until November, 1994. 
The common stock of T.J. Systems is registered under Section 12(g) of the
Securities Exchange Act of 1934. He devotes only a limited portion of his
time to the business of the Company. 

Charles Holzberg has been a director of the Company since December 5, 1996. 
He has been President of The Charles Holzberg Agency, Inc., during the past
five years, a general agent for the sale of life insurance. He devotes only
a limited portion of his time to the business of the Company. 

Dr. Bruce Friedman has been a director of the Company since April 16, 1997. 
Since 1988, he has served as President of the Flower Hill Chiropractic
Office, P.C., where he is a chiropractic doctor.  He devotes only a limited
portion of his time to the business of the Company. 

(b)  Not applicable.

(c)  Lawrence Densen is the son of Alan E. Densen.

(d)  Not applicable.

The Company is not aware of the failure of any director, officer or owner of
more than 10% of the Company's Common Stock to timely file any reports
required by Section 16(a) of the Securities Exchange Act of 1934.

<PAGE>

Item 10. Executive Compensation

The following describes the components of the total compensation of the CEO
and each other executive officer of the Company whose total annual salary and
bonus exceeds $100,000.

                          Summary Compensation Table

                 Annual Compensation              Long term compensation
               ------------------------  --------------------------------------
                                              Awards              Payouts
                                         ------------------   -----------------
                                Other             Securities            All
Name and                       annual  Restricted underlying  LTIP     other 
principal      Salary  Bonus   compen-    stock    options/  payouts  compen
position  Year  ($)    ($)     sation($)award(s)($)SARs (#)(5)  ($)    sation($)
--------  ----  ------ -----  ---------- --------- ---------- ------  --------

Lawrence 1997   115,381  -0-    4,200       -0-     85,200(1)   -0-      -0-
Densen,  1996   103,848  -0-    4,200       -0-      9,003(2)   -0-      -0-
CEO      1995    87,000  -0-    4,200       -0-     85,236(4)   -0-      -0-
 
Alan E.  1997   130,486  -0-   35,672(3)    -0-     35,200(1)   -0-      -0-
Densen,  1996   119,731  -0-   35,672(3)    -0-      9,003(2)   -0-      -0-
Senior   1995   110,000  -0-   35,672(3)    -0-     85,236(4)   -0-      -0-
VP

------ 
(1)  Includes incentive stock options granted on June 23, 1997 to acquire
     50,000 and 25,000 shares to Lawrence Densen and Alan Densen,
     respectively, pursuant to the Company's 1996 Incentive Stock Option Plan
     and exercisable at $2.25 per share as follows: (a) 20% of options shall
     become immediately exercisable for a period of ten years; (b) commencing
     no sooner than at the end of the fiscal year ended June 30, 1998, or at
     the end of the next such fiscal year end as the following conditions are
     satisfied, and provided the optionee is in the employ of the Company on
     June 30 of each year thereafter, an additional 20% of options shall
     become exercisable: (i) the Company's Net Sales shall exceed
     $27,500,000; and(ii)the Company attains audited annual Pre-Tax Income of
     at least $100,000; (c) after the fiscal year for which the first 20% of
     options become exercisable, then options to exercise the next 20% per
     year to a maximum of 80% shall become exercisable, subject to the
     Company having Net Sales and Pre-Tax Income of not less than $28,875,000
     and $110,000, respectively, in such year when the third 20% installment
     becomes exercisable, and which shall increase by 5% for Net Sales and
     10% for Pre-Tax Income for each of the remaining two installments of
     20%; (d) if in any fiscal year after the first fiscal year for which
     options to purchase 20% of the total grant have become exercisable, the
     Company has achieved audited annual Pre-Tax Income of 200% of that of
     the previous year, but not less than $200,000, all remaining non-vested
     options shall become exercisable; (e) all determinations of Net Sales
     and Pre-Tax Income shall be as determined by the Company's independent
     auditors, shall exclude all extraordinary items, and shall be as
     utilized in the Company's filings with the Securities and Exchange
     Commission on its Form 10KSB, or related or other applicable year-end
     report; and (f) no options shall be exercisable after June 22, 2007.

<PAGE>

     Also includes non-qualified stock options granted on June 23, 1997 to
     acquire 35,000 and 10,000 shares to Lawrence Densen and Alan Densen,
     respectively, exercisable at $2.25 per share as follows:(a) 20% of
     options shall become immediately exercisable for a period of ten years;
     (b) commencing no sooner than at the end of the fiscal year ended June
     30, 1998, or at the end of the next such fiscal year end as the
     following conditions are satisfied, and provided the optionee is in the
     employ of the Company on June 30 of each year thereafter, an additional
     20% of options shall become exercisable: (i) the Company's Net Sales
     shall exceed $27,500,000; and(ii)the Company attains audited annual Pre-Tax
     Income of at least $100,000; (c) after the fiscal year for which the
     first 20% of options become exercisable, then options to exercise the
     next 20% per year to a maximum of 80% shall become exercisable subject
     to the Company having Net Sales and Pre-Tax Income of not less than
     $28,875,000 and $110,000, respectively, in such year when the third 20%
     installment becomes exercisable, and which shall increase by 5% for Net
     Sales and 10% for Pre-Tax Income for each of the remaining two
     installments of 20%; (d) if in any fiscal year after the first fiscal
     year for which options to purchase 20% of the total grant have become
     exercisable, the Company has achieved audited annual Pre-Tax Income of
     200% of that of the previous year, but not less than $200,000, all
     remaining non-vested options shall become exercisable; (e) all
     determinations of Net Sales and Pre-Tax Income shall be as determined by
     the Company's independent auditors, shall exclude all extraordinary
     items, and shall be as utilized in the Company's filings with the
     Securities and Exchange Commission on its Form 10KSB, or related or
     other applicable year-end report; and (f) no options shall be
     exercisable after June 22, 2007.

     Also includes incentive stock options granted on June 23, 1997 to
     acquire 200 shares to each Lawrence Densen and Alan Densen pursuant to
     the Company's 1996 Incentive Stock Option Plan and exercisable at $2.25
     per share for a period of ten years.

(2)  Warrants to acquire 9,003 shares of Common Stock at $5.351 granted
     February 23, 1996 until February 22, 2001, in consideration of the
     guaranty of overadvances by Congress to the Company. These warrants
     provide for adjustment in the event of dilution as a result of sales of
     securities at less than the exercise price.

(3)  Primarily life insurance premiums on the life of Alan E. Densen owned by
     Mr. Densen's wife and paid for by the Company. 

(4)  Includes incentive stock options granted January 20, 1995 to acquire
     2,000 shares at $10.625 as well as non-qualified stock options to
     acquire 83,236 shares exercisable at $5.106 per share, each exercisable
     until January 19, 2005. Because it was determined that the audited
     pre-tax profit for fiscal 1995 was greater than $50,000, non-qualified
     options can now be exercised for 41,618 shares of Common Stock. The
     remaining 41,618 non-qualified options can not be exercised during the
     first five years. The non-qualified options provide for adjustment in
     the event of dilution as a result of sales of securities at less than
     the exercise price.

(5)  Each person's options including only options directly held by such
     person. 

<PAGE>

Stock Options
-------------
                     OPTION/SAR GRANTS IN LAST FISCAL YEAR
                              [Individual Grants]

           Number of         Percent of
          securities        total options /
          underlying        SARs granted           Exercise
          Options/SARs        in fiscal            or base         Expiration
Name      granted (#)(1)       year              price ($/Sh)        Date
-----     --------------    --------------       -------------     -----------
Lawrence    85,200               22.8%               2.25          6/22/2007
Densen,
CEO

Alan E.     35,200                9.4%               2.25          6/22/2007
Densen,
Senior 
VP

(1)  See note (1) above in the Summary Compensation Table.

               AGGREGATED OPTION/SAR EXERCISES IN LAST FISCAL YEAR
                          AND FY-END OPTION/SAR VALUES

                                                  Number
                                              of securities          Value
                                               underlying      unexercised in-
                                               unexercised   the-money options
            Shares                         SARs at FY-end (#) SARs at FY-end($)
          acquired on          Value           exercisable /      exercisable /
Name      exercise (#)       realized ($)    unexercisable(3)   unexercisable
-----     --------------    --------------     -------------   ----------------


Lawrence       0                   0           69,877/109,618    7,525/29,750
Densen
CEO (1)

Alan E.        0                   0           59,821/69,618     3,150/12,250
Densen,
Senior
VP(1)(2)
------ 
(1)  See footnotes (1),(2) and (4) above in the Summary Compensation Table.
     Does not include warrants to acquire 30,825 shares each which were
     assigned on June 23, 1997 to each Messrs. L. Densen and A. Densen by
     Anthony P. Towell, and are more fully described under "Stock Ownership
     of Directors," below.

(2)  Does not include warrants granted to Alan Densen to acquire 1,667 shares
     described in Note (3) under "Stock Ownership of Directors," below.

(3)  Each person's options include only options directly held by such person. 


<PAGE>

Employment Agreements and Change in Control Features

As of July 1, 1995, Alan E. Densen entered into an employment agreement which
provided for him to serve as the Company's President for a term of five years
and Lawrence Densen also entered into an employment agreement to serve as
Senior Vice-President for a term of five years. Anthony P. Towell has a
similar contract to that described herein for Alan E. Densen and Lawrence
Densen but with a lesser amount of compensation. (The employment agreements
of Lawrence Densen, Alan E. Densen and Anthony P. Towell are referred to as
"Employment Agreements".)  Effective March 1, 1997, Messrs. L. Densen, A.
Densen, and A. Towell signed modification agreements (the "1997 Modification
Agreements").  The 1997 Modification Agreement of Lawrence Densen changed his
position with the Company to President and increased his salary to $125,000
in fiscal 1997, which figure was pro-rated for that portion of the fiscal
year during which Lawrence Densen served in such capacity.   The 1997
Modification Agreements of Alan Densen and Anthony Towell changed each's
position to Senior Vice President.  Pursuant to the 1997 Modification
Agreements of Messrs. L. Densen, A. Densen, and A. Towell, the Company may
terminate each individual's Employment Agreement as a result of physical or
mental disability, or failure or inability to perform required duties for a
period of 6 months in any 24 month period. At the end of each fiscal year
during the term of the Employment Agreements, they are automatically extended
for one additional year to be added at the end of the then current term of
the agreements, unless the Board of Directors determines not to extend the
Employment Agreements. Each may also terminate their Employment Agreement
upon 30 days written notice. The base annual salaries for Lawrence Densen and
Alan E. Densen were $115,381 and $130,486, respectively, for fiscal 1997
which is to be increased at the discretion of the Board of Directors but not
less than 10% of the minimum compensation paid to the employees in the prior
fiscal year. For fiscal 1997, their base fiscal salaries are $125,000 and
$133,000, respectively. Each is entitled to receive an annual bonus equal to
3 1/3% of the Company's earnings before interest and taxes for the fiscal
year ended June 30, 1997 and each fiscal year thereafter during the term of
the Employment Agreement, and Lawrence Densen is entitled to .75% of the
Company's revenues in excess of $20.5 million (which was waived for fiscal
1996 and 1997). Bonuses are to be paid within 30 days after the completion of
the Company's audited financial statements for each fiscal year and is to be
paid in cash or registered shares of common stock of the Company. In
addition, each, in accordance with Company policy, is entitled to receive
reimbursement of ordinary and necessary business expenses, a monthly
automobile allowance of $700 and disability, medical and hospitalization
insurance. 

The Employment Agreements entered into by Messrs. L. Densen and A. Densen
include provisions that provide for their right to terminate the Employment
Agreements and thereby receive additional compensation, as provided below, in
the event that they are not elected or retained as President and Senior
Vice-President, respectively, or as a director of the Company; the Company
acts to materially reduce their duties and responsibilities under the
Employment Agreement; the Company changes the geographic location of their
duties to a location from the New York metropolitan area;their base
compensation is reduced by 10% or more; any successor to the Company fails to
assume the Employment Agreements; any other material breach of the Employment
Agreements which is not cured by the Company within 30 days; and a "Change of
Control" by which a person, other than a person who is an officer and/or
director of the Company as of the effective date of the agreements, or a
"group" as defined in Section 13(d)(3) of the Securities Exchange Act of

<PAGE>

1934, becomes the beneficial owner of 20% or more of the combined voting
power of the then outstanding securities of the Company or the composition of
the board changes so that officers of the Company no longer hold a majority
of the seats. 

In the event that Messrs. L. Densen or A. Densen terminate their positions
because of any of the aforesaid reasons other than a "Change of Control", or
if the Company terminates their employment in any way that is a breach of the
Employment Agreement by the employer, Messrs. L. Densen and A. Densen shall
be entitled to receive, in addition to their salary continuation, as a bonus,
a cash payment equal to their total base salary plus projected expenses and
bonuses for the remainder of the term thereof, payable within 30 days of
termination and all stock options, warrants and other stock appreciation
rights granted by the Company, with the exception of qualified incentive
stock option plans, to them shall become immediately exercisable at an
exercise price of $0.10 per share. In the event that either owns or is
entitled to receive any unregistered securities of the Company, than the
Company shall register such securities within 120 days of the their
termination. In the event that there is a "Change of Control", Messrs. L.
Densen and A. Densen shall be paid within 30 days thereof a one-time bonus
equal to their total minimum base salary for the next three years.

Messrs. L. Densen and A. Densen, and also A. Towell, in modification
agreements to their Employment Agreements dated as of June 30, 1996 (the
"1996 Modification Agreements"), have waived: (i) their right to bonuses
based upon the Company's earnings before interest and taxes for the fiscal
years ended June 30, 1996 through June 30, 2000; (ii) their exercise rights
on options and warrants and repayment of their junior participation interests
with Congress and compensation payable in the event of a Change in Control
with respect two private placements completed in 1996 and the Company's
Rights and Standby Offering in 1996 ("Offerings"). See "Certain Relationships
and Related Transactions" for a discussion of these Offerings; and (iii)
their right to terminate their relationship with the Company, as per the
terms of their respective Employment Agreements. The 1996 Modification
Agreements and waivers provide that their right to terminate their Employment
Agreements and waiver of their bonuses shall not be waived in the event that
there is a material breach of such agreements by the Company. Messrs. L.
Densen and A. Densen, and also A. Towell have agreed that the issuance of
shares in the Offering will not result in any "change of control" rights
under their respective Employment Agreements. 

Compensation to Directors
-------------------------

     No compensation is paid to officers who also serve as directors for
their serving solely as a director.  Outside directors are compensated at the
rate of $500 for each board of directors meeting which they attend in person.

<PAGE>

Item 11. Security Ownership of Certain Beneficial Owners and Management

(a) The following table sets forth, as of September 15, 1997, the ownership
with respect to each person known to own beneficially more than 5% of the
Company's Common Stock:

                Name and Address of   Amount and Nature of   Percent
Title of Class  Beneficial Owner      Beneficial Owner(1)   of Class
-------------- --------------------   -------------------   -----------

Common Stock     Lawrence Densen         204,552            11.5%
$0.12 par value  130 W. 10th Street
                 Huntington Station, NY

Common Stock     Alan E. Densen          199,165            11.2%
$0.12 par value  130 W. 10th Street
                 Huntington Station, NY

Common Stock     Anthony P. Towell       196,315            11.0%
$0.12 par value  130 W. 10th Street
                 Huntington Station, NY


     (1) With respect to each of the above-listed individuals, please see
     the footnotes under "Stock Ownership of Directors," below, for an
     explanation of each individual's beneficial ownership.

(b) Stock Ownership of Directors: The following table sets forth as of
    -----------------------------
September 15, 1997, the number and shares of Common Stock owned by each of
the present directors of the Company together with certain information with
respect to each:

                                        Number of
                                        Shares
                         Director       Beneficially             Percent
Name                     Since          Owned  (1)               (1)     
----                     --------       ----------------------   -----
Lawrence Densen            1986         204,552(2)(5)(6)(7)(10)
                                               (11)(12)(13)      11.5%

Alan E. Densen             1958         199,165(2)(3)(4)(6)(7)
                                               (10)(11)(12)(13)  11.2%

Anthony P. Towell          1989         196,315(4)(6)(7)(10)
                                               (11)(12)(13)      11.0%

Dr. Martin Fleisher        1989         1,000(8)                  *
                        
James Favia                1995         3,000(8)                  *

Charles Holzberg           1996           417(9)                  *

Dr. Bruce Friedman         1997              0                    *
___________________
*   Less than 1%

(1)  Beneficial ownership is determined in accordance with Rule 13d-3 under
     the Securities Exchange Act of 1934.  

(2)  Includes warrants to acquire 30,825 shares each (for a total of 61,650)
     which were assigned on June 23, 1997 to each Messrs. L. Densen and A.
     Densen by Anthony P. Towell for a purchase price of $.1875 per share or
     a total of $5,779.69 from each Messrs. L. Densen and A. Densen.  These
     warrants are exercisable at $5.623 per share until April 11, 1999.


<PAGE>

(3)  Includes warrants, held by Mr. Densen's wife, to acquire 1,667 shares of
     Common Stock, exercisable at $13.00 per share until April 11, 1999. 
     Also includes incentive stock options granted under the 1994 Plan to
     acquire 2,000 shares of Common Stock, exercisable at $10.625 until
     January 19, 2005. Amount indicated does not include shares beneficially
     owned by Lawrence Densen, son of Alan E. Densen.  

(4)  Includes Class A Warrants to acquire 1,500 shares of Common Stock;
     warrants, held by Mr. Towell's wife, to acquire 1,667 shares of Common
     Stock, exercisable at $13.00 per share until April 11, 1999; and
     incentive stock options granted under the 1994 Plan to acquire 2,000
     shares of Common Stock, exercisable at $10.625 until January 19, 2005. 
     Also includes warrants to acquire 30,827 shares of Common Stock,
     exercisable at $5.623 per share until April 11, 1999.

(5)  Includes Class A Warrants to acquire 700 shares of Common Stock;
     incentive stock options granted under the 1983 Incentive Stock Option
     Plan (the "1983 Plan") to acquire 56 shares of Common Stock, exercisable
     at $30.00 per share until May 31, 1998; and incentive stock options
     granted under the 1994 Plan to acquire 2,000 shares of Common Stock,
     exercisable at $10.625 per share until January 19, 2005. Amount
     indicated does not include shares beneficially owned by Alan E. Densen,
     father of Lawrence Densen.  

(6)  Includes non-qualified options to acquire 41,618 shares of Common Stock 
     to each Messrs. A. Densen, A. Towell and L. Densen exercisable at $5.106
     per share until January 19, 2005.  Does not include options to acquire
     an additional 41,618 shares to each Messrs. A. Densen, A. Towell and L.
     Densen which can be exercised from January 20, 2000 until January 19,
     2005.  These options provide for a dilution adjustment as a result of
     sales of securities at less than the exercise price.

(7)  Includes warrants to acquire 9,003 shares of Common Stock to each
     Messrs. A. Densen, A. Towell, and L. Densen, exercisable at $5.351 until
     February 22, 2001, in consideration of the guaranty of overadvances by
     Congress to the Company.  These warrants provide for a dilution
     adjustment as a result of sales of securities at less than the exercise
     price.

(8)  Includes non-qualified stock options to acquire 1,000 shares of Common
     Stock, exercisable at $16.876 per share until July 26, 2005.

(9)  Includes warrants to acquire 417 shares of Common Stock, exercisable at
     $13.00 per share until April 11, 1999.

(10) Includes 100,000 shares of Common Stock for each Messrs. L. Densen, A.
     Densen, and A. Towell, who are each trustees under a voting trust
     agreement dated April 17, 1997 (the "Voting Trust Agreement") by and
     among Eastco Glove Technologies, Inc., the Company, Steven Robins and
     Phillip Robins. The Voting Trust Agreement was a condition to the
     closing of a stock exchange agreement (the "Stock Exchange Agreement")
     dated April 17, 1997 by and among Eastco Glove Technologies, Inc., the
     Company, Steven Robins and Phillip Robins.  Pursuant to the Stock
     Exchange Agreement and the Voting Trust Agreement, 100,000 shares of the
     Company's Common Stock were issued, said shares being issued in the
     names of Lawrence Densen, Alan E. Densen and Anthony P. Towell as
     trustees until the 5 year term of the voting trust expires or Steven
     Robins or Phillip Robins desires to sell the shares after one year
     pursuant to Rule 144 of the Securities Act of 1933.


<PAGE>

(11) Includes incentive stock options granted on June 23, 1997 pursuant to
     the Company's 1996 Incentive Stock Option Plan to acquire 200 shares of
     Common Stock for each Messrs. L. Densen, A. Densen, and A. Towell at an
     exercise price of $2.25 per share.  These options are exercisable until
     June 22, 2007.

(12) Includes incentive stock options granted on June 23, 1997 pursuant to
     the Company's 1996 Incentive Stock Option Plan to acquire 10,000, 5,000,
     and 5,000 shares of Common Stock for Messrs. L. Densen, A. Densen, and
     A. Towell, respectively, at an exercise price of $2.25 per share. The
     conditions of exercise of these options are set forth in footnote (1) of
     the Summary Compensation Table in "Executive Compensation", above.

(13) Includes non-qualified stock options granted on June 23, 1997 to acquire
     7,000, 2,000, and 2,000 shares of Common Stock for Messrs. L. Densen, A.
     Densen, and A. Towell, respectively, at an exercise price of $2.25 per
     share.  The conditions of exercise of these options are set forth in
     footnote (1) of the Summary Compensation Table in "Executive
     Compensation", above.


As of September 15, 1997 the directors and executive officers of the Company,
nine persons, owned of record and beneficially a total of 623,573 shares
representing 31.3% of the issued and outstanding Common Stock of the Company. 
The foregoing assumes the exercise of all of the outstanding options and
warrants held by each of such persons.


Item 12. Certain Relationships and Related Transactions.

During September 1993, the Company's lender, Congress, agreed to provide an
overadvance to the Company of $500,000. In connection therewith, Messrs. A.
Densen, L. Densen and A. Towell obtained a junior participation interest from
Congress by advancing $250,000 of their funds to Congress. $250,000 of this
overadvance was repaid to Congress during fiscal 1994. Mr. L. Densen was
repaid his junior participation of $35,000 by Congress during May, 1996. The
remaining balance of $215,000 was repaid by Congress during December, 1996.

Associates holds a first mortgage on the Company's executive offices and
warehouse facility in the principal amount of $433,737 as of June 30, 1997
and security interest on the Company's personal property. The wives of Alan
E. Densen and Anthony P. Towell, executive officers and directors of the
Company, Charles Holzberg, a director of the Company, and Herbert
Schneiderman, a previous director of the Company, are members of Associates
owning approximately 38% thereof. During the fiscal year ended June 30, 1997,
the Company paid Associates $121,107 in principal and interest on the
mortgage, of which $65,063 constituted interest. 

The Company had employment agreements with Messrs. A. Densen, A. Towell and
L. Densen, which commenced as of the effective date of the Company's 1994
public offering in April, 1994. As of July 1, 1995, these executive officers
entered into new agreements, which were modified by the 1996 Modification
Agreements and the 1997 Modification Agreements. See "Executive Compensation
-- Employment Agreements and Change in Control Features" with regard to
provisions contained in the Employment Agreements of Lawrence Densen, the
Company's President and CEO as of March 1, 1997, and Alan E. Densen, the
Company's Senior Vice-President as of March 1, 1997, and waivers contained in
the 1996 and 1997 Modification Agreements. Similar provisions are contained
in the Employment Agreement and the 1996 and 1997 Modification Agreements
with Anthony P. Towell.

<PAGE>

On April 18, 1995, the Company entered into an agreement with Donald to act
as its investment advisor for a term of three years at a retainer of $3,000
per month, which was canceled during November, 1996. Donald was also granted
a five year warrant to purchase 12,500 shares exercisable at $12.50 per
share, the closing market price on the date of grant. James Favia, a director
of the Company, serves as a consultant to Donald. 

On July 10, 1995 the Company terminated its relationship with Lew Lieberbaum
& Co., Inc. ("Lew Lieberbaum"), the Company's underwriter in its 1994 public
offering. Pursuant to an agreement dated July 10, 1995, the Company canceled
all of Lew Lieberbaum's rights under the Underwriting Agreement (the
"Underwriting Agreement"), including, but not limited to, the right of first
refusal to act on behalf of the Company in future transactions, the
cancellation of all Underwriter's Warrants held by Lew Lieberbaum or its
affiliates, their right to representation on the Company's Board of Directors
and the termination of any obligation by holders of securities subject to a
"lock-up" to obtain the permission of Lew Lieberbaum prior to sale or other
disposition of said securities. At the same time, Leonard A. Neuhaus and
Sheldon Lieberbaum, who are affiliated with Lew Lieberbaum, resigned as
directors of the Company. In exchange, the Company issued 10,000 shares of
common stock to Lew Lieberbaum. 

During February 1996, Messrs. A. Densen, A. Towell and L. Densen, executive
officers and directors of the Company, guaranteed to Congress overadvances to
the Company of up to $500,000 in excess of the Company's eligible borrowings.
The Company issued warrants for a term of five years in consideration for
their guaranty to each Messrs. A. Densen, A. Towell, and L. Densen to
purchase 9,003 shares of Common Stock at $5.351 per share which expire on
February 22, 2001, and are subject to adjustment in the event of dilution as
a result of sales of securities at less than the exercise price. (The
adjustments as a result of the Offerings increased the number of shares
subject to the exercise of this warrant from 8,870 to 9,003 with an exercise
price reduced from $5.431 to $5.351 per share.) The overadvance has since
been repaid and their guarantees have been returned to them. 

The first mortgage held by Associates, which they agreed on in 1992 and upon
which interest was being paid at the rate of 14%, was scheduled to come due
on July 1, 1997 in the amount of approximately $434,000. Associates and the
Company have agreed to extend the mortgage for five years from July 1, 1997
with interest at 12% per annum or 3% over prime, whichever is greater. At the
end of five years, the mortgage will come due in the amount of approximately
$283,000. The Company intends to explore the refinancing of this mortgage
with various lenders. 

On April 17, 1997 Eastco Glove Technologies Inc., a newly formed wholly owned
subsidiary of the Company, acquired all of the outstanding shares of
Protective Knitting Inc., a Minnesota corporation, from Steven Robins and
Phillip Robins for 100,000 shares of the Company's Common Stock which was
issued to a voting trust of which Alan E. Densen, Lawrence Densen and Anthony
P. Towell, as trustees, have the voting rights for a term of five years. 
Except for the voting rights, Steven Robins and Phillip Robins each acquired
the beneficial rights to 50,000 shares and may sell same under Rule 144 after
one year.  At the same time, PR Industries Inc. (a Minnesota corporation
wholly owned by Steven Robins and Phillip Robins) sold to Eastco Glove
Technologies Inc. inventory in the amount of $139,000 and machinery and
equipment for the satisfaction of liens and encumbrances in the amount of
$500,000 thereon.  The acquired business manufactures protective gloves and
had approximate revenues of $1.1 million in 1996.


<PAGE>


Considering the circumstances of each transaction, the Company believes that
all transactions heretofore with officers/directors and shareholders of the
Company and their affiliates have been made, and in the future will be made
on terms no less favorable to the Company than those available from
unaffiliated parties and will be approved by a majority of the disinterested
directors. 




<PAGE>

Item 13.  Exhibits and Reports on Form 8-K

     (a)  The following exhibits are incorporated by reference to the
Company's Registration Statement on Form SB-2 (No. 333-09517), as filed on
August 2, 1996 and as amended:

Exhibit       Description of Exhibit
-------       ----------------------
1.01          Form of Standby Agreement (with Royce Investment Group Inc.)
3.01          Certificate of Incorporation, as amended
3.01.1        Certificate of Amendment to Certificate of Incorporation filed
              August 12, 1996
3.01.2        Certificate of Amendment to Certificate of Incorporation dated 
              February 15, 1989
3.02          By-Laws
3.02.1        Amendments to By-Laws adopted September, 1996
4.01          Form of Common Stock Certificate
4.05          Form of Class B Warrant Certificate (filed as Exhibit 4.04)
4.06          Form of Warrant Agency Agreement for Class B Warrants between
              the Registrant and American Stock Transfer and Trust Co.  
              (filed as Exhibit 4.05)
4.07          Form of Underwriters (Royce Investment Group Inc.)  Warrant
              filed as Exhibit 4.06)
10.01         Employment Agreement with Alan Densen,
              dated as of July 1, 1995
10.02         Employment Agreement with Lawrence Densen,
              dated as of July 1, 1995
10.03         Employment Agreement with Anthony Towell,
              dated as of July 1, 1995
10.05         Amendment to Financing Agreements with Congress dated July,
              1996
10.07         Form of Modification Agreement to Employment Agreements with
              Alan Densen, Lawrence Densen and Anthony Towell and Waiver
99.01         1996 Incentive Stock Option Plan
              as amended to date
99.02         1996 Non-Qualified Stock Option Plan
              as amended to date
99.03         Form of Warrants held by Anthony Towell dated
              January 31, 1994 (and whose exercise date
              has been extended to April 30, 1999)
99.04         Form of Option Agreements Granted as of
              January 20, 1995 with Alan Densen, Anthony
              Towell and Lawrence Densen
99.06         Product liability primary insurance
              coverage for asbestos
99.07         Product liability excess insurance
              coverage for asbestos
99.08         Insurance coverage for Puerto Rico
              Safety Equipment Corporation for asbestos
99.09         Defense and indemnity agreement dated March 26, 1990
99.10         Defense and indemnity agreement dated May, 1991
99.11         Letters between L'Abbate & Balkan, counsel for Eastco
              and Wilentz, Goldman & Spitzer, counsel for plaintiffs'       
              attorneys, dated February 3, 1994 and March 14, 1994,
              respectively, with respect to settlement of New York cases

<PAGE>



     The following exhibits are incorporated by reference to the Company's
annual reports on Form 10K for the periods indicated:

For the year ended June 30, 1991:
---------------------------------
10.04          Accounts Financing Agreement (Security Agreement), Covenants
               Supplement to Accounts Financing Agreement (Security
               Agreement), Inventory Loan Agreement and Inventory and
               Equipment Security Agreement Supplement to Accounts Financing
               Agreement (Security Agreement) executed as of October 1, 1991
               with Congress (filed as Exhibit 10.1)

For the year ended June 30, 1993:
---------------------------------
10.06          Exemption of Puerto Rico Safety Corporation with respect to
               Puerto Rico taxes as amended to date
10.09          Joint Participation Agreement between Congress and Alan E.
               Densen dated September 20,1993 (referred to as Exhibit 10.4)
10.10          Joint Participation Agreement between Congress and Anthony
               P. Towell dated September 20,1993 (referred to as Exhibit
               10.5)
10.11          Joint Participation Agreement between Congress and Lawrence
               Densen dated September 20,1993 (referred to as Exhibit 10.6)


     The following exhibits are incorporated by reference to the Registration
Statement on Form S-1 (No. 33-74988) as amended, effective April 12, 1994. 
The number in parentheses refers to the exhibit number in the Form S-1:

4.03           Form of Class A Warrant Certificate (4b)
4.04           Form of Warrant Agency Agreement between the Company and
               American Stock Transfer and Trust Co. (4c)

     The following exhibits are incorporated by reference to the Company's
form 10-QSB for the quarterly period ended March 31, 1997:

10.01.1       Modification to employment agreement with Alan E.  Densen dated
             March 1, 1997.

10.02.1       Modification to employment agreement with Lawrence Densen dated
              March 1, 1997.

10.03.1       Modification to employment agreement with Anthony P.  Towell
              dated March 1, 1997.

10.08         Stock Exchange Agreement among Eastco Glove Technologies Inc.,
              Eastco Industrial Safety Corp., Steven Robins and Phillip Robins
              dated April 17, 1997.

10.09         Asset Purchase Agreement among PR Industries Inc., Steven 
              Robins, Phillip Robins, Eastco Glove technologies Inc. and Eastco
              Industrial Safety Corp., dated April 17, 1997.

10.10         Voting Trust agreement among Eastco Industrial Safety Corp.,
              Alan E.  Densen, Anthony P.  Towell, Lawrence Densen, Steven 
              Robins and Phillip Robins dated April 17, 1997.

10.11         Employment agreement with Arthur Wasserspring dated 
              February 1, 1997.


<PAGE>


10.12         Employment agreement with Richard Boyen dated February 1, 1997.

10.13         Amendment #8 to Financing Agreements with Congress Financial
              Corp. dated April 17, 1997.

     The following exhibits are annexed hereto:

21.01        Subsidiaries of the Registrant
99.05        Asbestos Litigation as of June 30, 1997


     The following exhibits will be filed by amendment:

11.01        Statement re: computation of per share earnings   
27.01        Financial Data Schedule


(b)  A report on Form 8-K, Item 5 was filed during the last quarter of fiscal
year ended June 30, 1997.



<PAGE>

                                SIGNATURES

     In accordance with Section 13 or 15(d) of the Exchange Act, the
registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

                                   EASTCO INDUSTRIAL SAFETY CORP.


                                   By: /s/ LAWRENCE DENSEN     Date: 10/10/97
                                      --------------------
                                        LAWRENCE DENSEN
                                   President and Chief Executive Officer 


                                   By: /s/ ARTHUR J. WASSERSPRING Date: 10/10/97
                                       ---------------------
                                        ARTHUR J. WASSERSPRING
                                   Vice President of Finance, and 
                                   Chief Financial Officer

     In accordance with the Exchange Act, this report has been signed by the
following persons on behalf of the registrant and in the capacities and on
the dates indicated.

                                   By: /s/ LAWRENCE DENSEN   Date: 10/10/97
                                       ------------------
                                        LAWRENCE DENSEN
                                        Director


                                   By: /s/ ALAN DENSEN       Date: 10/10/97
                                       -------------------
                                        ALAN DENSEN
                                        Director

                                   By: /s/ CHARLES HOLZBERG  Date: 10/10/97
                                       ------------------------
                                        CHARLES HOLZBERG
                                        Director

                                   By: /s/ MARTIN FLEISHER   Date: 10/10/97
                                       -------------------
                                        MARTIN FLEISHER
                                        Director

                                   By: /s/ ANTHONY P. TOWELL  Date: 10/10/97
                                       ---------------------
                                        ANTHONY P. TOWELL
                                        Director

                                   By: /s/ JAMES A. FAVIA     Date: 10/10/97
                                       ------------------
                                        JAMES A. FAVIA
                                        Director

                                   By:  /s/ BRUCE FRIEDMAN    Date: 10/10/97
                                        -----------------
                                        BRUCE FRIEDMAN
                                        Director