SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549
              ----------------------------------------------------

                                    FORM 10-Q

(mark one)
[ X ] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934 for the Quarter Ended July 3, 1999

[   ] Transition Report Pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

                         Commission File Number 1-13085

                           METRIKA SYSTEMS CORPORATION
             (Exact name of Registrant as specified in its charter)

Delaware                                                            33-0733537
(State or other jurisdiction of           (I.R.S. Employer Identification No.)
 incorporation or organization)

5788 Pacific Center Boulevard
San Diego, California                                                    92121
(Address of principal executive offices)                            (Zip Code)

       Registrant's telephone number, including area code: (781) 622-1000

Indicate by check mark 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 the latest practicable date.

         Class                         Outstanding at July 30, 1999
    Common Stock, $.01 par value               7,418,128

<PAGE>


PART I - FINANCIAL INFORMATION
<TABLE>
<CAPTION>

Item 1 - Financial Statements

                           METRIKA SYSTEMS CORPORATION

                           Consolidated Balance Sheet
                                   (Unaudited)

                                     Assets

                                                                                       July 3, January 2,
(In thousands)                                                                            1999       1999
----------------------------------------------------------------------------------- ---------- -----------

Current Assets:
<S>                                                                                 <C>        <C>
 Cash and cash equivalents (includes $12,752 under repurchase agreement               $  2,904    $15,093
   with affiliated company in 1998)
 Advance to affiliate (Note 7)                                                          13,422          -
 Accounts receivable, less allowances of $5,482 and $2,286 (Note 5)                     19,711     25,066
 Unbilled contract costs and fees                                                        6,119      7,224
 Inventories:
   Raw materials and supplies                                                            7,969      8,036
   Work in process                                                                       4,178      3,746
   Finished goods                                                                          729        475
 Prepaid income taxes                                                                    4,103      4,439
 Other current assets (Note 5)                                                           5,060        806
                                                                                      --------   --------

                                                                                        64,195     64,885
                                                                                      --------   --------

Property, Plant, and Equipment, at Cost                                                 15,453     17,596
 Less:  Accumulated depreciation and amortization                                        5,323      5,772
                                                                                      --------   --------

                                                                                        10,130     11,824
                                                                                      --------   --------

Other Assets                                                                             2,251      4,087
                                                                                      --------   --------

Cost in Excess of Net Assets of Acquired Companies                                      24,283     24,648
                                                                                      --------   --------

                                                                                      $100,859   $105,444
                                                                                      ========   ========


                                       2
<PAGE>


                           METRIKA SYSTEMS CORPORATION
                     Consolidated Balance Sheet (continued)
                                   (Unaudited)

                    Liabilities and Shareholders' Investment

                                                                                       July 3, January 2,
(In thousands except share amounts)                                                       1999       1999
----------------------------------------------------------------------------------- ----------- ----------

Current Liabilities:
 Notes payable and current maturities of long-term obligation                         $  5,284    $ 6,303
 Accounts payable                                                                        2,599      3,291
 Accrued payroll and employee benefits                                                   2,465      2,589
 Accrued income taxes                                                                    2,909      1,024
 Customer deposits                                                                       1,836      1,302
 Billings in excess of contract costs and fees                                           3,500      2,163
 Accrued installation and warranty costs (Note 5)                                        2,882      3,508
 Other accrued expenses (Note 5)                                                         3,215      4,986
 Due to parent company and affiliated companies                                          3,109      3,901
                                                                                      --------   --------

                                                                                        27,799     29,067
                                                                                      --------   --------

Deferred Income Taxes                                                                    1,572      1,572
                                                                                      --------   --------

Accrued Pension Costs                                                                    4,534      4,983
                                                                                      --------   --------

Long-term Obligation                                                                     2,716      3,437
                                                                                      --------   --------

Shareholders' Investment:
 Common stock, $.01 par value, 25,000,000 shares authorized;                                83         83
   8,270,728 and 8,267,828 shares issued
 Capital in excess of par value                                                         58,665     58,641
 Retained earnings                                                                      14,361     12,500
 Treasury stock at cost, 852,600 and 533,700 shares                                     (7,225)    (4,620)
 Deferred compensation                                                                     (24)         -
 Accumulated other comprehensive items (Note 2)                                         (1,622)      (219)
                                                                                      --------   --------

                                                                                        64,238     66,385
                                                                                      --------   --------

                                                                                      $100,859   $105,444
                                                                                      ========   ========











The accompanying notes are an integral part of these consolidated financial
statements.

                                       3
<PAGE>


                           METRIKA SYSTEMS CORPORATION

                        Consolidated Statement of Income
                                   (Unaudited)

                                                                                      Three Months Ended
                                                                                       July 3,     July 4,
(In thousands except per share amounts)                                                   1999        1998
----------------------------------------------------------------------------------- -----------  ---------

Revenues                                                                               $15,148     $14,384
                                                                                       -------    --------

Costs and Operating Expenses:
 Cost of revenues                                                                        9,142       7,728
 Selling, general, and administrative expenses                                           4,315       3,313
 Research and development expenses                                                       1,334         629
 Restructuring costs (Note 6)                                                             (402)          -
                                                                                       -------    --------

                                                                                        14,389      11,670
                                                                                       -------    --------

Operating Income                                                                           759       2,714

Interest Income                                                                            264         700
Interest Expense                                                                           (95)       (104)
                                                                                       -------    --------

Income Before Provision for Income Taxes                                                   928       3,310
Provision for Income Taxes                                                                 361       1,275
                                                                                       -------    --------

Net Income                                                                             $   567    $  2,035
                                                                                       =======    ========

Basic and Diluted Earnings per Share (Note 3)                                          $   .08    $    .25
                                                                                       =======    ========

Weighted Average Shares (Note 3):
 Basic                                                                                   7,418       8,268
                                                                                       =======    ========

 Diluted                                                                                 7,418       8,288
                                                                                       =======    ========


















The accompanying notes are an integral part of these consolidated financial
statements.

                                       4
<PAGE>


                           METRIKA SYSTEMS CORPORATION

                        Consolidated Statement of Income
                                   (Unaudited)

                                                                                        Six Months Ended
                                                                                       July 3,     July 4,
(In thousands except per share amounts)                                                   1999        1998
----------------------------------------------------------------------------------- -----------  ---------

Revenues                                                                               $34,095     $29,096
                                                                                       -------    --------

Costs and Operating Expenses:
 Cost of revenues                                                                       19,940      15,902
 Selling, general, and administrative expenses                                           8,835       7,060
 Research and development expenses                                                       2,898       1,621
 Restructuring costs (Note 6)                                                             (402)          -
                                                                                       -------    --------

                                                                                        31,271      24,583
                                                                                       -------    --------

Operating Income                                                                         2,824       4,513

Interest Income                                                                            429       1,391
Interest Expense                                                                          (202)       (236)
                                                                                       -------    --------

Income Before Provision for Income Taxes                                                 3,051       5,668
Provision for Income Taxes                                                               1,190       2,219
                                                                                       -------    --------

Net Income                                                                             $ 1,861    $  3,449
                                                                                       =======    ========

Basic and Diluted Earnings per Share (Note 3)                                          $   .25    $    .42
                                                                                       =======    ========

Weighted Average Shares (Note 3):
 Basic                                                                                   7,497       8,268
                                                                                       =======    ========

 Diluted                                                                                 7,497       8,278
                                                                                       =======    ========


















The accompanying notes are an integral part of these consolidated financial
statements.

                                       5
<PAGE>

                           METRIKA SYSTEMS CORPORATION

                      Consolidated Statement of Cash Flows
                                   (Unaudited)

                                                                                        Six Months Ended
                                                                                       July 3,     July 4,
(In thousands)                                                                            1999        1998
----------------------------------------------------------------------------------- -----------  ---------

Operating Activities:
 Net income                                                                           $  1,861    $  3,449
 Adjustments to reconcile net income to net cash provided by operating
  activities:
   Depreciation and amortization                                                         1,239         794
   Provision for losses on accounts receivable                                             206         332
   Other noncash items                                                                     142         197
   Changes in current accounts:
     Accounts receivable                                                                   459       5,237
     Inventories and unbilled contract costs and fees                                     (317)     (2,635)
     Other current assets                                                                  258      (1,272)
     Accounts payable                                                                     (607)        322
     Other current liabilities                                                          (1,992)     (1,154)
                                                                                      --------    --------

       Net cash provided by operating activities                                         1,249       5,270
                                                                                      --------    --------

Investing Activities:
 Advances to affiliate, net (Note 7)                                                   (13,422)          -
 Refund of acquisition purchase price (Note 5)                                           4,074           -
 Purchases of property, plant, and equipment                                              (254)       (202)
 Other                                                                                      43          12
                                                                                      --------    --------

       Net cash used in investing activities                                            (9,559)       (190)
                                                                                      --------    --------

Financing Activities:
 Purchases of Company common stock                                                      (2,605)          -
 Change in due to parent company and affiliated companies                                    -         (21)
 Decrease in short-term obligations                                                       (658)     (4,163)
 Repayment of long-term obligation                                                        (314)       (330)
                                                                                      --------    --------

       Net cash used in financing activities                                            (3,577)     (4,514)
                                                                                      --------    --------

Exchange Rate Effect on Cash                                                              (302)        341
                                                                                      --------    --------

Increase (Decrease) in Cash and Cash Equivalents                                       (12,189)        907
Cash and Cash Equivalents at Beginning of Period                                        15,093      44,044
                                                                                      --------    --------

Cash and Cash Equivalents at End of Period                                            $  2,904    $ 44,951
                                                                                      ========    ========







The accompanying notes are an integral part of these consolidated financial
statements.


                                       6
<PAGE>

                   Notes to Consolidated Financial Statements

1.    General

      The interim consolidated financial statements presented have been prepared
by Metrika Systems Corporation (the Company) without audit and, in the opinion
of management, reflect all adjustments of a normal recurring nature necessary
for a fair statement of the financial position at July 3, 1999, the results of
operations for the three- and six-month periods ended July 3, 1999, and July 4,
1998, and the cash flows for the six-month periods ended July 3, 1999, and July
4, 1998. Interim results are not necessarily indicative of results for a full
year.

      The consolidated balance sheet presented as of January 2, 1999, has been
derived from the consolidated financial statements that have been audited by the
Company's independent public accountants. The consolidated financial statements
and notes are presented as permitted by Form 10-Q and do not contain certain
information included in the annual financial statements and notes of the
Company. The consolidated financial statements and notes included herein should
be read in conjunction with the financial statements and notes included in the
Company's Annual Report on Form 10-K for the fiscal year ended January 2, 1999,
filed with the Securities and Exchange Commission.

2.    Comprehensive Income

      Comprehensive income combines net income and "other comprehensive items,"
which represents certain amounts that are reported as a component of
shareholders' investment in the accompanying balance sheet, including foreign
currency translation adjustments and, in 1998, unrealized net of tax gains and
losses from available-for-sale investments. During the second quarter of 1999
and 1998, the Company's comprehensive income totaled $74,000 and $1,907,000,
respectively. During the first six months of 1999 and 1998, the Company's
comprehensive income totaled $458,000 and $3,836,000, respectively.
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<TABLE>
<CAPTION>

3.    Earnings per Share

      Basic and diluted earnings per share were calculated as follows:
<S>                                                           <C>        <C>         <C>        <C>

                                                                 Three Months Ended       Six Months Ended
                                                                July 3,     July 4,    July 3,     July 4,
(In thousands except per share amounts)                            1999        1998       1999        1998
------------------------------------------------------------- ---------- ----------- ---------- ----------

Basic
Net Income                                                        $ 567      $2,035     $1,861      $3,449
                                                                  -----      ------     ------      ------

Weighted Average Shares                                           7,418       8,268      7,497       8,268
                                                                  -----      ------      -----      ------

Basic Earnings per Share                                          $ .08      $  .25      $ .25      $  .42
                                                                  =====      ======      =====      ======

Diluted
Net Income                                                        $ 567      $2,035     $1,861      $3,449
                                                                  -----      ------     ------      ------

Weighted Average Shares                                           7,418       8,268      7,497       8,268
Effect of Stock Options                                               -          20          -          10
                                                                  -----      ------      -----      ------

Weighted Average Shares, as Adjusted                              7,418       8,288      7,497       8,278
                                                                  -----      ------      -----      ------

Diluted Earnings per Share                                        $ .08      $  .25      $ .25      $  .42
                                                                  =====      ======      =====      ======


                                       7
<PAGE>

3.    Earnings per Share (continued)

      The computation of diluted earnings per share excludes the effect of
assuming the exercise of certain outstanding stock options because the effect
would be antidilutive. As of July 3, 1999, there were 367,508 of such options
outstanding, with exercise prices ranging from $8.45 to $15.34 per share.

4.    Business Segment Information

                                                                Three Months Ended      Six Months Ended
                                                                July 3,     July 4,    July 3,     July 4,
(In thousands)                                                     1999        1998       1999        1998
------------------------------------------------------------- ---------- ----------- ---------- ----------

Revenues:
 On-line Finished Materials Quality Control                     $12,381     $ 7,034    $26,679     $14,082
 On-line Raw Materials Analysis                                   2,767       7,350      7,416      15,014
                                                                 ------     -------     ------     -------

                                                                $15,148     $14,384    $34,095     $29,096
                                                                =======     =======    =======     =======

Income Before Provision for Income Taxes:
 On-line Finished Materials Quality Control (b)                  $1,679     $ 1,200     $3,734     $ 2,060
 On-line Raw Materials Analysis                                    (639)      1,680       (349)      3,041
 Corporate (a)                                                     (281)       (166)      (561)       (588)
                                                                 ------     -------     ------     -------

 Total operating income                                             759       2,714      2,824       4,513
 Interest income, net                                               169         596        227       1,155
                                                                 ------     -------     ------     -------

                                                                 $  928     $ 3,310     $3,051     $ 5,668
                                                                 ======     =======     ======     =======

(a)  Primarily general and administrative expenses.
(b)  Includes reversal of previously recorded restructuring costs of $402,000 in 1999 (Note 6).

5.    Acquisition Matters

      In July 1998, the Company acquired the stock of Honeywell-Measurex Data
Measurement Corporation, a wholly owned subsidiary of Honeywell-Measurex
Corporation. This business was renamed Radiometrie Corporation (Radiometrie
U.S.). During the first quarter of 1999, the Company received a refund of
$574,000 related to a previously agreed upon purchase price adjustment in
connection with the acquisition of Radiometrie U.S. Also during the first
quarter of 1999, the Company and Honeywell negotiated a post-closing adjustment
under the terms of the purchase agreement pertaining to the determination of the
amount of certain assets and liabilities of Radiometrie U.S. at the date of
acquisition for which Honeywell had maintained responsibility. This negotiation
resulted in an amount due to the Company of $7,800,000, which is payable to the
Company in three installments from April through December 1999, of which
$3,500,000 was received during the second quarter of 1999. The remaining
$4,300,000 has been recorded as a receivable and is included in other current
assets in the accompanying 1999 balance sheet. A corresponding increase in the
allowance for bad debts and certain liability accounts has been recorded to
reflect the transfer of responsibility for these matters to the Company.

        The Company has undertaken a restructuring in connection with its 1998
acquisitions. The Company's restructuring activities, which were accounted for
in accordance with Emerging Issues Task Force Pronouncement (EITF) 95-3, have
included a reduction in staffing levels, relocation of certain personnel, and
abandonment of excess facilities at the acquired businesses. In connection with
these restructuring activities, as part of the cost of the acquisitions, the
Company established reserves, primarily for severance and excess facilities. In
accordance with the requirements of EITF 95-3, the Company finalizes its
restructuring plans no later than one year from the respective

                                       8
<PAGE>


5.    Acquisition Matters (continued)

dates of the acquisitions. Unresolved matters at July 3, 1999, included
completion of abandonment of excess facilities for an acquisition completed
during the last 12 months. A summary of the changes in accrued acquisition
expenses, which are included in other accrued expenses in the accompanying
balance sheet, follows:

                                                                 Abandonment
                                                                   of Excess
(In thousands)                                      Severance     Facilities          Other         Total
----------------------------------------------- -------------- -------------- -------------- -------------

Balance at January 2, 1999                             $  418         $  144         $  101         $  663
 Reserves established                                     240             82             80            402
 Usage                                                   (483)          (183)          (172)          (838)
                                                       ------         ------         ------         ------

Balance at July 3, 1999                                $  175         $   43         $    9         $  227
                                                       ======         ======         ======         ======

6.    Restructuring Costs

      During 1998, the Company accrued severance costs for 35 employees. Through
July 3, 1999, the Company had severed 30 employees and, during the second
quarter of 1999, determined that the remaining 5 employees will not be
terminated. Accordingly, the Company reversed the remaining $402,000 of
previously established restructuring reserves.

7.    Cash Management Arrangement

      Effective June 1, 1999, the Company and Thermo Electron Corporation
commenced use of a new domestic cash management arrangement. Under the new
arrangement, amounts advanced to Thermo Electron by the Company for domestic
cash management purposes bear interest at the 30-day Dealer Commercial Paper
Rate plus 50 basis points, set at the beginning of each month. Thermo Electron
is contractually required to maintain cash, cash equivalents, and/or immediately
available bank lines of credit equal to at least 50% of all funds invested under
this cash management arrangement by all Thermo Electron subsidiaries other than
wholly owned subsidiaries. The Company has the contractual right to withdraw its
funds invested in the cash management arrangement upon 30 days' prior notice.
Amounts invested in this arrangement are included in "advance to affiliate" in
the accompanying balance sheet.

8.    Subsequent Event

      On July 5, 1999, the Company acquired the assets of the Instrumentation
division of Amdel Limited (Amdel), for approximately $7,000,000 in cash, subject
to a post-closing adjustment. To date, no information has been gathered that
would cause the Company to believe that the post-closing adjustment will be
material. Amdel is an Australia-based provider of on-line process instruments
for the minerals industry. The acquisition will be accounted for using the
purchase method of accounting and its results will be included in the Company's
results from the date of acquisition.

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

      Forward-looking statements, within the meaning of Section 21E of the
Securities Exchange Act of 1934, are made throughout this Management's
Discussion and Analysis of Financial Condition and Results of Operations. For
this purpose, any statements contained herein that are not statements of
historical fact may be deemed to be forward-looking statements. Without limiting
the foregoing, the words "believes," "anticipates," "plans," "expects," "seeks,"
"estimates," and similar expressions are intended to identify forward-looking
statements. There are a number of important factors that could cause the results
of the Company to differ materially from those indicated by such forward-looking
statements, including those detailed under the heading "Forward-looking
Statements" in Exhibit 13 to the Company's Annual Report on Form 10-K for the
fiscal year ended January 2, 1999, filed with the Securities and Exchange
Commission.


                                       9
<PAGE>

Overview

      The Company develops, manufactures, and markets on-line
process-optimization systems that employ proprietary ultrahigh-speed advanced
scientific measurement technologies. The Company operates in two segments:
On-line Raw Materials Analysis (Raw Materials) and On-line Finished Materials
Quality Control (Finished Materials). The Company's Raw Materials segment is a
pioneer in the development of process optimization systems that provide
real-time, nondestructive analysis of the composition of raw materials,
including coal, cement, and minerals, during production. The Company's Finished
Materials segment manufactures advanced systems that measure and control
parameters such as material thickness, coating thickness, and coating weight in
web-type materials, such as metal strip, rubber, and plastic foils. Customers
use these systems to improve product quality and consistency, lower material
costs, reduce energy consumption, and minimize waste.

      The Company may supplement its internal growth with strategic acquisitions
of complementary businesses. In July 1998, the Company acquired the stock of
Honeywell-Measurex Data Measurement Corporation, a wholly owned subsidiary of
Honeywell-Measurex Corporation. This business, renamed Radiometrie Corporation
(Radiometrie U.S.), manufactures computerized, noncontact thickness, coating,
and other measurement systems for the flat metal processing industry. In October
1998, the Company acquired MF Physics Corporation. MF Physics manufactures
neutron generators and neutron activation analysis systems. On July 5, 1999, the
Company acquired the assets of the Instrumentation division of Amdel Limited
(Amdel). Amdel is a provider of on-line process instruments for the minerals
industry (Note 8).

      A significant portion of the Company's sales are of large systems, the
timing of which can lead to variability in the Company's quarterly revenues and
income. In addition, in 1998, approximately 43% of the Company's revenues
originated outside the U.S. and approximately 33% were exports from the U.S.
Sales originating outside the U.S. represent revenues of the Company's Finished
Materials segment, the operations of which are located in Germany, the United
Kingdom, and France. These business units principally sell in their local
currencies.

      Exports from the Company's U.S. operations are denominated in U.S.
dollars. The Company generally seeks to charge its customers in the same
currency as its operating costs. However, the Company's financial performance
and competitive position can be affected by currency exchange rate fluctuations.
Since the operations of the Finished Materials segment are conducted primarily
in Europe, the Company's operating results could be adversely affected by
capital spending and economic conditions in Europe. The Company's strategy is to
expand its Finished Materials segment in geographic areas outside of Europe,
with particular emphasis on North America, which in turn may reduce the
Company's exposure to European market conditions. The Company's acquisitions of
Maryland-based Radiometrie U.S. and Australian-based Amdel were part of this
strategy.

Results of Operations

Second Quarter 1999 Compared With Second Quarter 1998

      Revenues increased to $15.1 million in the second quarter of 1999 from
$14.4 million in the second quarter of 1998. Finished Materials segment revenues
increased $5.3 million to $12.4 million due to the inclusion of $5.2 million in
revenues from Radiometrie U.S., acquired July 1998. The unfavorable effects of
currency translation as a result of a strengthening of the U.S. dollar relative
to currencies in foreign countries in which the Company operates decreased
revenues in the Finished Materials segment $0.3 million. Raw Materials segment
revenues decreased $4.6 million to $2.8 million, primarily due to a reduction in
spending by raw-material producers, particularly in the cement sector, offset in
part by the inclusion of $0.2 million in revenues from MF Physics, acquired
October 1998. The reduction in spending is expected to continue to adversely
affect comparative sales and profitability in the Raw Materials segment in 1999.
Total backlog decreased to $27.6 million at July 3, 1999, from $30.8 million at
January 2, 1999, primarily due to a reduction in capital spending in the metals
industry in the Finished Materials segment.

                                       10
<PAGE>


Second Quarter 1999 Compared With Second Quarter 1998 (continued)

      The gross profit margin decreased to 40% in the second quarter of 1999
from 46% in the second quarter of 1998, principally due to a decrease in the
gross profit margin in the Raw Materials segment due to the reduction in
revenues relative to the level of fixed costs and, to a lesser extent, lower
gross margins in the Finished Materials segment due to the inclusion of
lower-margin revenues from Radiometrie U.S.

      Selling, general, and administrative expenses as a percentage of revenues
increased to 28% in the second quarter of 1999 from 23% in the second quarter of
1998, primarily due to an increase in selling, general, and administrative
expenses as a percentage of revenues in the Raw Materials segment due to lower
revenues. Selling, general, and administrative expenses increased to $4.3
million in the second quarter of 1999 from $3.3 million in the second quarter of
1998, principally as a result of the inclusion of expenses at Radiometrie U.S.

      Research and development expenses increased to $1.3 million in the second
quarter of 1999 from $0.6 million in the second quarter of 1998, primarily due
to the inclusion of research and development expenses from Radiometrie U.S.

      In the second quarter of 1999, the Company reversed $0.4 million of
previously established restructuring reserves that were not required (Note 6).

      Interest income decreased to $0.3 million in the second quarter of 1999
from $0.7 million in the second quarter of 1998, primarily due to a decrease in
average invested balances resulting from the use of cash for the July 1998
acquisition of Radiometrie U.S. Interest expense remained unchanged at $0.1
million in the second quarter of 1999 and 1998.

      The effective tax rate was 39% in the second quarter of 1999 and 1998. The
effective tax rate exceeded the statutory federal income tax rate primarily due
to the impact of state income taxes, nondeductible amortization of cost in
excess of net assets of acquired companies, and foreign tax rate and tax law
differences.

First Six Months 1999 Compared With First Six Months 1998

      Revenues increased 17% to $34.1 million in the first six months of 1999
from $29.1 million in the first six months of 1998. Finished Materials segment
revenues increased $12.6 million to $26.7 million due to the inclusion of $11.7
million in revenues from Radiometrie U.S., acquired July 1998. This increase was
offset in part by the unfavorable effects of currency translation as a result of
a strengthening of the U.S. dollar relative to currencies in foreign countries
in which the Company operates, which decreased revenues $0.1 million in the
Finished Materials segment. Raw Materials segment revenues decreased $7.6
million, primarily due to the reason described in the results of operations for
the second quarter, offset in part by the inclusion of $0.6 million in revenues
from MF Physics, acquired October 1998.

      The gross profit margin decreased to 42% in the first six months of 1999
from 45% in the first six months of 1998, principally due to a decrease in the
gross profit margin in the Raw Materials segment due to the reduction in
revenues relative to the level of fixed costs.

      Selling, general, and administrative expenses as a percentage of revenues
increased to 26% in the first six months of 1999 from 24% in the first six
months of 1998, due to an increase in selling, general, and administrative
expenses as a percentage of revenues in the Raw Materials segment due to lower
revenues. Selling, general, and administrative expenses increased to $8.8
million in the first six months of 1999 from $7.1 million in the first six
months of 1998, principally as a result of the inclusion of expenses at
Radiometrie U.S.

      Research and development expenses increased to $2.9 million in the first
six months of 1999 from $1.6 million in the first six months of 1998, due
primarily to the inclusion of research and development expenses from Radiometrie
U.S.

                                       11
<PAGE>

First Six Months 1999 Compared With First Six Months 1998 (continued)

     In the first six  months of 1999,  the  Company  reversed  $0.4  million of
previously established restructuring reserves that were not required (Note 6).

      Interest income decreased to $0.4 million in the first six months of 1999
from $1.4 million in the first six months of 1998, primarily due to a decrease
in average invested balances resulting from the use of cash for the July 1998
acquisition of Radiometrie U.S. Interest expense remained unchanged at $0.2
million in the first six months of 1999 and 1998.

      The effective tax rate was 39% in the first six months of 1999 and 1998.
The effective tax rate exceeded the statutory federal income tax rate primarily
due to the impact of state income taxes, nondeductible amortization of cost in
excess of net assets of acquired companies, and foreign tax rate and tax law
differences.

Liquidity and Capital Resources

      Consolidated working capital was $36.4 million and $35.8 million at July
3, 1999, and January 2, 1999, respectively. Included in working capital are cash
and cash equivalents of $2.9 million at July 3, 1999, compared with $15.1
million at January 2, 1999. In addition, as of July 3, 1999, the Company had
$13.4 million invested in an advance to affiliate. Prior to the use of a new
domestic cash management arrangement between the Company and Thermo Electron
Corporation (Note 7), which became effective June 1, 1999, amounts invested with
Thermo Electron were included in cash and cash equivalents. During the first six
months of 1999, $1.2 million of cash was provided by operating activities. Cash
provided by the Company's operations was offset in part by $2.6 million of cash
used to fund a decrease in accounts payable and other current liabilities,
primarily due to the timing of payments.

      Excluding advance to affiliate activity, the Company's primary investing
activities included the receipt of a $4.1 million adjustment of the purchase
price for Radiometrie U.S. (Note 5). In addition, the Company will receive an
additional post-closing adjustment of $4.3 million, payable over the remainder
of 1999. The Company used $0.3 million for purchases of property, plant, and
equipment. The Company plans to make additional capital expenditures of
approximately $0.7 million during the remainder of 1999.

      On July 5, 1999, the Company acquired the assets of the Instrumentation
division of Amdel Limited (Amdel), for approximately $7.0 million in cash and
the assumption of certain liabilities. Amdel is an Australia-based provider of
on-line process instruments for the minerals industry (Note 8).

      The Company's financing activities used $3.6 million of cash during the
first six months of 1999. The Company used $2.6 million of cash to repurchase
Company common stock pursuant to an authorization by the Company's Board of
Directors. At July 3, 1999, the Company had $2.8 million remaining under its
authorization to purchase Company common stock in the open market or negotiated
transactions through September 1999. Any such purchases are funded from working
capital. In addition, the Company used $0.7 million of cash to fund a net
decrease in short-term obligations.

      Although the Company expects to have positive cash flow from its existing
operations, the Company may require significant amounts of cash for the
acquisition of complementary businesses. The Company expects that it will
finance any such acquisitions through a combination of internal funds and/or
short-term borrowings from Thermo Instrument Systems Inc. or Thermo Electron,
although it has no agreement with these companies to ensure that funds will be
available on acceptable terms, or at all. The Company believes that its existing
resources are sufficient to meet the capital requirements of its existing
businesses for the foreseeable future.


                                       12
<PAGE>


Year 2000

      The following information constitutes a "Year 2000 Readiness Disclosure"
under the Year 2000 Information and Readiness Disclosure Act. The Company
continues to assess the potential impact of the year 2000 date recognition issue
on the Company's internal business systems, products, and operations. The
Company's year 2000 initiatives include (i) testing and upgrading significant
information technology systems and facilities; (ii) testing and developing
upgrades, if necessary, for the Company's current products and certain
discontinued products; (iii) assessing the year 2000 readiness of its key
suppliers and vendors; and (iv) developing a contingency plan.

The Company's State of Readiness

      The Company has implemented a compliance program to ensure that its
critical information technology systems and non-information technology systems
will be ready for the year 2000. The first phase of the program, testing and
evaluating the Company's critical information technology systems and
non-information technology systems for year 2000 compliance, has largely been
completed. During phase one, the Company tested and evaluated its significant
computer systems, software applications, and related equipment for year 2000
compliance. The Company also evaluated the potential year 2000 impact on its
critical non-information technology systems, which efforts included testing the
year 2000 readiness of its manufacturing, utility, and telecommunications
systems at its critical facilities. The Company is currently in phase two of its
program, during which any material noncompliant information technology systems
or non-information technology systems that were identified during phase one are
prioritized and remediated. Based on its evaluations of its critical
non-information technology systems, the Company does not believe any material
upgrades or modifications are required. The Company is currently upgrading or
replacing its material noncompliant information technology systems, and this
process was approximately 90% complete as of July 3, 1999. In many cases, such
upgrades or replacements are being made in the ordinary course of business,
without accelerating previously scheduled upgrades or replacements. The Company
expects that all of its material information technology systems and critical
non-information technology systems will be year 2000 compliant by November 1999.

      The Company has also implemented a compliance program to test and evaluate
the year 2000 readiness of the material products that it currently manufactures
and sells. The Company believes that all of such material products are year 2000
compliant. However, as many of the Company's products are complex, interact
with, or incorporate third-party products, and operate on computer systems that
are not under the Company's control, there can be no assurance that the Company
has identified all of the year 2000 problems with its current products. The
Company believes that certain of its older products, which it no longer
manufactures or sells, may not be year 2000 compliant. The Company is continuing
to test and evaluate such products. The Company is focusing its efforts on
products that are still under warranty and/or are early in their expected life.
The Company is offering upgrades and/or identifying potential solutions where
reasonably practicable.

      The Company is in the process of identifying and assessing the year 2000
readiness of key suppliers and vendors that are believed to be significant to
the Company's business operations. As part of this effort, the Company has
developed and distributed questionnaires relating to year 2000 compliance to its
significant suppliers and vendors. To date, no significant supplier or vendor
has indicated that it believes its business operations will be materially
disrupted by the year 2000 issue. The Company is also following-up with its
significant suppliers and vendors that have not responded to the Company's
questionnaires. The Company has substantially completed its assessment of
third-party risk.

Contingency Plan

      The Company is developing a contingency plan that will allow its primary
business operations to continue despite disruptions due to year 2000 problems.
This plan may include identifying and securing other suppliers, increasing
inventories, and modifying production facilities and schedules. As the Company
continues to evaluate the year 2000 readiness of its business systems and
facilities, products, and significant suppliers and vendors, it will modify and
adjust its contingency plan as may be required. The Company expects to complete
its contingency plan by November 1999.


                                       13
<PAGE>

Year 2000 (continued)

Estimated Costs to Address the Company's Year 2000 Issues

      To date, costs incurred in connection with the year 2000 issue have not
been material. The Company does not expect total year 2000 remediation costs to
be material, but there can be no assurance that the Company will not encounter
unexpected costs or delays in achieving year 2000 compliance. Year 2000 costs
are funded from working capital. All internal costs and related external costs,
other than capital additions, related to year 2000 remediation have been and
will continue to be expensed as incurred. The Company does not track internal
costs incurred for its year 2000 compliance project. Such costs are principally
the related payroll costs for its information systems group.

Reasonably Likely Worst Case Scenario

      At this point in time, the Company is not able to determine the most
reasonably likely worst case scenario to result from the year 2000 issue. One
possible worst case scenario would be that certain of the Company's material
suppliers or vendors experience business disruptions due to the year 2000 issue
and are unable to provide materials and services to the Company on time. The
Company's operations could be delayed or temporarily shut down, and it could be
unable to meet its obligations to customers in a timely fashion. The Company's
business, operations, and financial condition could be adversely affected in
amounts that cannot be reasonably estimated at this time. If the Company
believes that any of its key suppliers or vendors may not be year 2000 ready, it
will seek to identify and secure other suppliers or vendors as part of its
contingency plan.

Risks of the Company's Year 2000 Issues

      While the Company is attempting to minimize any negative consequences
arising from the year 2000 issue, there can be no assurance that year 2000
problems will not have a material adverse impact on the Company's business,
operations, or financial condition. While the Company expects that upgrades to
its internal business systems will be completed in a timely fashion, there can
be no assurance that the Company will not encounter unexpected costs or delays.
Despite its efforts to ensure that its material current products are year 2000
compliant, the Company may see an increase in warranty and other claims,
especially those related to Company products that incorporate, or operate using,
third-party software or hardware. In addition, certain of the Company's older
products, which it no longer manufactures or sells, may not be year 2000
compliant, which may expose the Company to claims. As discussed above, if any of
the Company's material suppliers or vendors experience business disruptions due
to year 2000 issues, the Company might also be materially adversely affected. If
any countries in which the Company operates experience significant year 2000
disruption, the Company could also be materially adversely affected. There is
expected to be a significant amount of litigation relating to the year 2000
issue and there can be no assurance that the Company will not incur material
costs in defending or bringing lawsuits. In addition, if any year 2000 issues
are identified, there can be no assurance that the Company will be able to
retain qualified personnel to remedy such issues. Any unexpected costs or delays
arising from the year 2000 issue could have a material adverse impact on the
Company's business, operations, and financial condition in amounts that cannot
be reasonably estimated at this time.

Item 3 - Quantitative and Qualitative Disclosures About Market Risk

      The Company's exposure to market risk from changes in foreign currency
exchange rates has not changed materially from its exposure at year-end 1998.


                                       14
<PAGE>

PART II - OTHER INFORMATION

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

     On May 27, 1999, at the Annual Meeting of  Stockholders,  the  stockholders
elected six incumbent directors to a one-year term expiring in 2000. The
Directors elected at the meeting were Mr. Joseph A. Baute, Mr. Willard R.
Becraft, Mr. Ernesto A. Corte, Mr. Denis A. Helm, Mr. Earl R. Lewis, and Mr.
John T. Keiser. Each director received 7,090,701 shares voted in favor of his
election and 12,482 shares voted against. No abstentions or broker "non-votes"
were recorded on the election of directors.

Item 6 - Exhibits and Reports on Form 8-K

(a)   Exhibits

      See Exhibit Index on the page immediately preceding exhibits.

(b)   Reports on Form 8-K

      None.
                                         15
<PAGE>


                                   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 as of the 10th day of August 1999.

                                                          METRIKA SYSTEMS CORPORATION



                                                          /s/ Paul F. Kelleher
                                                          Paul F. Kelleher
                                                          Chief Accounting Officer



                                                          /s/ Theo Melas-Kyriazi
                                                          Theo Melas-Kyriazi
                                                          Chief Financial Officer

                                       16
<PAGE>

                                  EXHIBIT INDEX


Exhibit
Number         Description of Exhibit

10.1           Master Cash Management, Guarantee Reimbursement and Loan Agreement dated
               as of June 1, 1999 between the Registrant and Thermo Electron
               Corporation.

10.2           Amended and Restated Deferred Compensation Plan for Directors of the Registrant.

10.3           Amended and Restated Equity Incentive Plan of the Registrant.

27             Financial Data Schedule.
</TABLE>