SECURITIES  AND EXCHANGE COMMISSION
                             Washington, D.C.  20549

                                   Form 10-QSB

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

For Quarter Ended June 30, 1998                   Commission File Number
                                          Registration Number  2-93512-A




                       ACTION PRODUCTS INTERNATIONAL, INC.
             (Exact name of registrant as specified in its charter)




       Florida                                           59-2095427
(State or other jurisdiction of            (I.R.S. Employer Identification No.)
incorporation or organization)

344 Cypress Road, Ocala, Florida                        34472-3108
(Address of principal executive offices)                (Zip Code)


Registrant's telephone number, including area code     (352) 687-2202


Check  whether the registrant (1) has filed all reports required to be filed  by
section  13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12  months (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


Indicate  the  number of shares outstanding of each of the issuer's  classes  of
common stock, as of June 30, 1998.


        Class                                  Outstanding at June 30, 1998
Common Stock, $.001 par value                           1,624,900

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                                                                     Page 2 of 9
                                    I N D E X

 PART I.   FINANCIAL INFORMATION                                          Page
                                                                         Number
 Item 1.   Financial Statements

        Condensed balance sheets - June 30, 1998
           and December 31, 1997 (unaudited)                               3

        Condensed statements of operations and changes
           in Retained Earnings - Three and six months ended
           June 30, 1998 and 1997 (unaudited)                              4 

        Condensed statements of cash flows - Three and six
           months ended June 30, 1998 and 1997 (unaudited)                 5

        Notes to condensed financial statements                            6

 Item 2 Management's Discussion and Analysis of
        Financial Condition and Results of Operations                      7


        SIGNATURE PAGE                                                     9







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                                                                     Page 3 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                            CONDENSED BALANCE SHEETS
                  ASSETS, LIABILITIES AND SHAREHOLDERS' EQUITY
                                   (UNAUDITED)
                                        
<TABLE>

<S>                               <C>                <C>  
                                  June 30,1998       December 31, 1997
                                         
                                                        
Current assets:                                         
  Cash and cash equivalents          $     163,600          $   537,800
  Accounts receivable, net of                           
   allowance of $25,500 at 
    June 30, 1998 and
    December 31, 1997                    1,097,900              720,000
  Notes receivable, current                303,300              575,000
  Inventories, net                       1,585,500            1,086,000
  Prepaid expenses                         159,700               58,600
                                                        
    Total Current Assets                 3,310,000            2,977,400
                                                        
Property, plant and equipment,                          
 net of accumulated depreciation of                           
 $760,700 at June 30, 1998 and 
 $718,700 at December 31, 1997             905,300              923,400
Note receivable, long term               1,163,700            1,275,000
Other assets                               158,000              150,100
                                                        
    TOTAL ASSETS                         5,537,000            5,325,900
                                                        
Current liabilities:                                    
 Accounts payable & 
  accrued expenses                         663,600              353,400
 Deferred revenue, current                  50,000               75,000
 Borrowings under line of credit           336,000              591,800
                                                        
    Total Current Liabilities            1,049,600            1,020,200
                                                        
Long term liabilities:                                  
  Deferred income taxes                    178,000              266,000
  Deferred revenue, long term              211,500              225,000
  Notes payable                            600,000              600,000
                                                                       
Shareholders' equity:  Common                          
 stock $.001 par value authorized                                   
 15,000,000; 1,624,900 issued and 
 outstanding at June 30,1998
 and December 31, 1997                       1,600                1,600
Capital in excess of par value           3,008,300            3,008,300
Stock subscription receivable             (113,200)            (113,200)
Retained earnings                          601,200              318,000
                                                        
     Total Shareholders'Equity           3,497,900            3,214,700
                                                        
TOTAL LIABILITIES AND                                   
 SHAREHOLDERS' EQUITY                 $ 5,537,000          $ 5,325,900

</TABLE>


                             See Accompanying Notes
<PAGE>
                                                                     Page 4 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                        AND CHANGES IN RETAINED EARNINGS
                                   (UNAUDITED)

<TABLE>

<S>                           <C>         <C>        <C>         <C>
                               Three months ended   Six months ended
                                  June 30               June 30
                               1998        1998       1997        1998
Net Sales                     $1,827,800  $1,809,600 $3,081,500  $2,954,000
Cost of Sales                    935,600     998,300  1,583,800   1,666,500
                                                             
Gross Profit                     892,200     811,300  1,497,700   1,287,500
                                                             
Selling, General &                                           
 Administrative Expenses         706,500     554,700  1,267,400   1,079,900
                                                             
Other (expenses) income                                      
   Other                          70,400       1,200     81,900       4,400
   Interest expense              (13,000)    (23,100)   (29,000)    (41,000)
Total                             57,400     (21,900)    52,900     (36,600)
                                                             
Income before income taxes       243,100     234,700    283,200     171,000
                                                             
Provision for income taxes             -           -          -           -
                                                             
Net Income                       243,100     234,700    283,200     171,000
                                                             
Beginning retained earnings      
(accumulated deficit)            358,100    (381,300)   318,000    (317,600)
                                                             
Ending retained earnings 
(accumulated deficit)           $ 601,200  $(146,600)  $601,200   $(146,600)
                                                             
Net Income per share                                                  
  Basic                             $0.15      $0.15      $0.17       $0.11
  Diluted                           $0.09      $0.09      $0.10       $0.06
                                                             
Weighted average number of                                   
 common shares outstanding                                            
  Basic                         1,624,900  1,549,900  1,624,900   1,549,900
  Diluted                       2,842,900  2,667,700  2,838,300   2,693,200
</TABLE>




                             See Accompanying Notes
<PAGE>

                                                                     Page 5 of 9
                       ACTION PRODUCTS INTERNATIONAL, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>

<S>                               <C>        <C>         <C>        <C>
                                  Three months ended  Six months ended
                                       June 30             June 30
                                    1998     1997       1998    1997
Cash flows from operating                                          
activities:
   Net income                     $243,100   $234,700    $283,200   $171,000
Adjustments to reconcile net                                    
 income to net cash used in 
 operating activities
   Depreciation and            
    amortization                    48,300     59,100      69,300    118,900

                                                                
Change in assets and liabilities:                               
   Increase in current assets 
    other than cash and cash      
    equivalents                   (603,900)  (617,900)   (595,400)(1,206,000)
                                                                
   Increase (decrease) in     
    current liabilities            278,800    156,300     183,700    180,800
                                                                
   Decrease (increase) in    
    other assets                   (39,100)   (14,400)    (35,300)   (22,800)
                                                                
Net cash used in operating        
 activities                       ($72,800) ($182,200)   ($94,500) ($758,100)
                                                                
Net cash used in investing        
 activities                       ($11,700)   ($2,800)   ($23,900)   ($8,300)
                                                                
Cash flows from financing                                       
activities:
   Proceeds from borrowings                                   
     on line of credit             131,000     65,000    (255,800)   241,800
   Results of other financing          
     activities                          -     69,400           -     69,400
                                                                
  Net cash provided by (used in)  
    fin. activities               $131,000   $134,400   ($255,800)  $311,200
                                                                
  Net increase (decrease) in cash  
    and cash equiv.                $46,500   ($50,600)  ($374,200) ($455,200)
                                                                
Cash and cash equivalents at      
  start of period                 $117,100    $58,500    $537,800   $463,100 
                                                                
Cash and cash equivalents at 
  end of period                   $163,600     $7,900    $163,600     $7,900
                                                                
Supplemental disclosures - 
  cash paid for
   Interest                        $13,000    $23,100     $29,000    $41,000   
   Taxes                           $     -    $     -    $125,000    $     -
                                                                      
</TABLE>




                             See Accompanying Notes

<PAGE>

                                                                    Page 6 of 9
                                        
                       ACTION PRODUCTS INTERNATIONAL, INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.  Condensed financial statements
In  the opinion of management, the accompanying unaudited condensed financial
statements  contain  all normal recurring adjustments  necessary  to  present
fairly the financial position of Action Products International, Inc. at  June
30,  1998  and  the results of its operations and cash flows for  the  second
quarter ending June 30, 1998.

Certain  information and footnote disclosures normally included in  financial
statements   prepared  in  accordance  with  generally  accepted   accounting
principles  have  been  condensed or omitted.  It  is  suggested  that  these
condensed  financial  statements be read in conjunction  with  the  financial
statements and notes thereto included in the Company's report on Form 10-KSB
for  the  year  ended December 31, 1997.  The results of operations  for  the
period  ended June  30, 1998 are not necessarily indicative of the  operating
results for the full year.

2.  Income per common share
In  February 1997, the Financial Accounting Standards Board issued  Statement
of  Financial Accounting Standards (SFAS) No. 128, which is effective for the
periods  ending  after  December  15,  1997.   SFAS  No.  128  replaces   the
presentation  of  primary  earnings per share with a  presentation  of  basic
earnings  per  share based upon the weighted average number of common  shares
for the period.

<PAGE>
                                                                     Page 7 of 9
ITEM 2. Management's Discussion and Analysis of
        Financial Condition and Results of Operations

Results of Operations:

Any  statements  that are not historical facts contained in this discussion  are
forward  looking  statements.   It is possible  that  the  assumptions  made  by
management for purposes of such statements may not materialize.  Actual  results
may  differ  materially from those projected or implied in any  forward  looking
statements.  Such statements may involve risks and uncertainties, including  but
not limited to those relating to product demand, pricing, market acceptance, the
effect  of economic conditions, and intellectual property rights and the outcome
of  competitive products, risks in product development, the results of financing
efforts,  the  ability to complete transactions, and other risks  identified  in
this and the Company's other Securities and Exchange Commission filings.

Three months ended June 30, 1998
During  the  second  quarter  ended June 30, 1998 revenue  increased  to  a  new
quarterly record of $1,827,800 in 1998 from $1,809,600 in 1997.  Net income  for
the  second  quarter  1998  increased to $243,100 from  $234,700  for  the  1997
comparable  period.   Management had anticipated a decline in  sales  from  last
years  record  quarter  due  to the divestiture of certain  product  lines,  but
stronger  than  expected sales from its new proprietary lines negated  the  lost
sales.

Gross  profit  increased $80,900 to $892,200 from $811,300.   As  a  percent  of
sales,  gross profit was up four more percentage points to 48.8% from 44.8%  for
the 1997 comparable period.  Management attributes this continued improvement to
deeper  market penetration, additional proprietary products, and more beneficial
terms  and  pricing  with overseas vendors.  Selling, General  &  Administrative
expenses increased $151,800.  Management attributes the increase in expenses  to
certain  sales  and  marketing expenditures, including additional  salaries  and
commissions connected with the Company's strengthening of its marketing  staff,
sales  force,  and  outside  sales representative organizations.   Other  income
increased $69,200 due to gains on the disposal of assets and the recognition  of
deferred revenue in connection with the divestiture of certain product lines.

Six months ended June 30, 1998
During  the six months ended June 30, 1998 revenues were $3,081,500 in 1998,  up
$127,500  from  $2,954,000 in 1997, thus exceeding the $3 million  mark  in  the
first half of the year for the first time in the Company's history.  Management
attributes  the increase in net sales to improved selling systems and  channels,
broader  distribution,  stronger than expected sales from  its  new  proprietary
lines,  and  the  earlier  availability of shippable inventories.   The  Company
continues to benefit from its transition from a toy distributor to a toy  maker,
as   sales  from  proprietary  toy  lines  have  exceeded  prior  year  results.
Improvements  to the sales systems have eased diversification into new  markets,
particularly  the  Company's  increasing penetration  into  the  specialty  toy
market.  Further improvements to marketing and merchandising also contributed to
the increase.

<PAGE>
                                                                     Page 8 of 9


Gross  profit  for  the six months ended increased $210,200 to  $1,497,700  from
$1,287,500,  or about 16%.  As a percentage of sales, gross profit was  up  five
points   to  48.6%  from  43.6%  for  the  1997  comparable  period,  especially
significant  considering  last  year's nine-point  jump.   Selling,  General  &
Administrative  Expenses  for  the six months ended  increased  about  17%.   As
previously discussed, management attributes the increase in expenses to  certain
sales  and marketing expenditures, including additional salaries and commissions
connected with the Company's strengthening of its marketing staff, sales force,
and outside sales representative organizations.

Financial Condition, Liquidity and Capital Resources:
As  of  June  30,  1998,  current  assets were $3,310,000  compared  to  current
liabilities of $1,049,600 for a current ratio of better than 3:1.  At  June  30,
1998, working capital improved by $303,200 compared to December 31, 1997.

Though  gradually changing due to the Company's penetration into the  specialty
toy  market,  the peak period of the Company's business cycle has  historically
been  March  through August.  As expected, accounts receivable  and  inventories
increased  cyclically to $1,097,900 and $1,585,500, respectively,  at  June  30,
1998  compared  to  $720,000 and $1,086,000 at December 31, 1997,  respectively.
Total  current  assets  increased by $332,600  and  total  assets  increased  by
$211,100, while current liabilities increased slightly by $29,400.

Other  changes  in balance sheet from December 31, 1997 included the  following:
Property,  plant and equipment, net of depreciation, decreased by  $18,100  from
December  31,  1997 as a result of normal depreciation.  Other assets  increased
slightly from December 31, 1997, primarily due to amortizations and deferrals of
product  development, dies, molds, designs and prepaid expenses related  to  new
products  and  packaging.   Accounts  payable  and  accrued  expenses  increased
$310,200  to  $663,600 at June 30, 1998 from $353,400 at December 31,  1997  due
primarily  to  the seasonal nature of the purchases and the timing of  inventory
receipts.

Cash  and  cash  equivalents were down $374,200 from December 31,  1997  and  up
$46,500 from March 31, 1998.  Cash flow used in operating activities improved to
$72,800  for the three months ended June 30, 1998 as compared to cash flow  used
in  operating  activities of $182,200 for the comparable period June  30,  1997.
This is due primarily to increases in sales and net income and the increases  in
current liabilities.  Cash flow used in operating activities for the six  months
ended  June  30,  1998  improved to $94,500 as compared to  cash  flow  used  in
operating  activities of $758,100 for the comparable period June  30,  1997,  an
improvement  of  $663,600.  This cash flow increase is due in  part  to  smaller
inventory  balances  needed  to  sustain  profitable  sales  in  light  of   the
divestiture  of certain low-margin product lines, as well as the  collection  of
notes receivable resulting from the divestitures.

Shareholders'  equity at June 30, 1998 increased during  the  six  months  then
ended by $283,200 to $3,497,900 as a result of earnings.

<PAGE>
                                                                     Page 9 of 9



                                   SIGNATURES



Pursuant  to  the  requirements of the Securities  Exchange  Act  of  1934,  the
registrant  has  duly  caused this report to be signed  on  its  behalf  by  the
undersigned thereunto duly authorized.



                       Action Products International, Inc.


  Date:     August 4, 1998         By:   /s/ Delton G. de Armas
                                         Delton G. de Armas
                                      Chief Financial Officer