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

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


For Quarter Ended           March 31, 1999       Commission File No.  0-24866
                            --------------                            -------


                             ISOLYSER COMPANY, INC.
             (Exact name of Registrant as specified in its charter)


Georgia                                                        58-1746149
(State or other jurisdiction of                               (IRS Employer
incorporation or organization)                              Identification No.)

                          4320 International Boulevard
                                 Technology Park
                             Norcross, Georgia 30093
                    (Address of principal executive offices)

                                                  (770) 806-9898
              (Registrant's telephone number, including area code)

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 at least the past 90 days.

Yes   X     No

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common equity, as of the latest practicable date.

Class                                               Outstanding at May 14, 1999
-----                                               ---------------------------
Common Stock, $.001 par value                       40,077,412



<PAGE>
<TABLE>
<CAPTION>
                                     PART I
                              FINANCIAL INFORMATION
Item 1.  Financial Statements
                             ISOLYSER COMPANY, INC.
                      Condensed Consolidated Balance Sheets
                                 (in thousands)
<S>                                                   <C>                           <C>    
                                                          March 31, 1999                December 31, 1998
                                                      ------------------------      --------------------------
Assets                                                       unaudited
Current assets:
     Cash and cash equivalents                        $        5,801                $         7,325
     Accounts receivable, net                                 22,105                         18,118
     Inventories, net                                         24,652                         23,647
     Prepaid expenses and other assets                         1,791                          1,413
     Net assets held for sale                                  8,000                          9,873
                                                      -----------------------       -------------------------
                                                                               
             Total current assets                             62,349                         60,376
                                                      -----------------------       -------------------------

Property and equipment                                        31,407                         31,072
     Less accumulated depreciation                           (16,504)                       (15,511)
                                                      -----------------------       -------------------------
Property and equipment, net                                   14,903                         15,561
                                                      -----------------------       -------------------------

Intangibles and other assets, net                             33,315                         33,581
                                                      -----------------------       -------------------------
                                                      $      110,567                $       109,518
                                                      =======================       =========================

Liabilities and Shareholders' Equity
Current liabilities
     Current portion of long-term debt                $        9,596                $         9,395
     Accounts payable                                          7,281                          6,247
     Bank overdraft                                              548                            361
     Accrued expenses                                          5,839                          5,250
                                                      -----------------------       -------------------------
         Total current liabilities                            23,264                         21,253
                                                      -----------------------       -------------------------

Long term debt                                                18,624                         19,376
Deferred rent                                                    191                            214
                                                      -----------------------       -------------------------
     Total liabilities                                        42,079                         40,843
                                                      -----------------------       -------------------------

Shareholders' equity
     Common stock                                                 40                             40
     Additional paid-in capital                              203,492                        203,364
     Accumulated deficit                                    (134,347)                     (133,980)
     Cumulative translation adjustment                           (23)                          (75)
     Unearned  shares  restricted to employee  stock   
     ownership plan                                             (240)                         (240)
                                                      -----------------------       -------------------------
                                                              68,922                         69,109
Treasury shares, at cost                                        (434)                         (434)
                                                      -----------------------       -------------------------
     Total shareholders' equity                               68,488                         68,675
                                                      -----------------------       -------------------------
                                                      $      110,567                $       109,518
                                                      =======================       =========================
</TABLE>

See accompanying notes




<PAGE>
<TABLE>
<CAPTION>
                             ISOLYSER COMPANY, INC.
                 Condensed Consolidated Statement of Operations
                      (in thousands, except per share data)
                                   (unaudited)

    <S>                                               <C>                         <C> 
                                                        Three months ended            Three months ended
                                                          March 31, 1999                March 31, 1998
                                                      -----------------------     ---------------------------

    Net sales                                         $      34,769               $        41,230
    Cost of goods sold                                       23,799                        30,588
                                                      ----------------------      ---------------------------
         Gross profit                                        10,970                        10,642

    Operating expenses:
         Selling, general and administrative                  9,651                         9,790
         Research and development                               455                           681
         Amortization of intangibles                            452                           527
                                                      ----------------------      --------------------------
             Total operating expenses                        10,558                        10,998
                                                      ----------------------      --------------------------
    Income (loss) from operations                               412                          (356)
    Interest income                                              51                            92
    Interest expense                                           (625)                         (950)
    Income from joint venture                                     -                             3
                                                      ----------------------      --------------------------
    Loss before income tax provision                           (162)                       (1,211)

    Income tax provision                                        205                            76
                                                      ----------------------      --------------------------

    Net loss                                          $        (367)              $        (1,287)
                                                      ----------------------      --------------------------

    Other comprehensive income (loss)
         Foreign currency translation gain            $          51               $             1
                                                      ----------------------      --------------------------

    Comprehensive loss                                $        (316)              $        (1,286)
                                                      ======================      ==========================

    Net loss per common share - Basic and Diluted     $        (0.01)             $          (0.03)
    Weighted average number of common shares          
         outstanding                                          39,836                        39,512
                                                      ======================      ==========================
</TABLE>
See accompanying notes.



<PAGE>
<TABLE>
<CAPTION>
                             ISOLYSER COMPANY, INC.
                        Condensed Statement of Cash Flows
                                 (in thousands)
                                   (unaudited)
 <S>                                                    <C>                         <C> 
                                                           Three months ended          Three months ended
                                                             March 31, 1999              March 31, 1998
                                                        -------------------------   --------------------------

    Cash flows from operating activities:
         Net loss                                       $         (367)              $       (1,287)

    Adjustments to reconcile net loss to net cash
    used in operating activities:
         Depreciation                                              982                          965
         Amortization                                              441                          527
         Provision for doubtful accounts                            33                           66
         Loss on disposal of property and equipment                 --                           10
         Changes in assets and liabilities                      (1,881)                      (1,956)
                                                        ------------------------    -------------------------
    Net cash used in operating activities                         (792)                      (1,675)
                                                        ------------------------    -------------------------

    Cash flows from investing activities:
         Additions to property and equipment                      (400)                      (1,651)
                                                        ------------------------    -------------------------
    Net cash used in investing activities                         (400)                      (1,651)
                                                        ------------------------    -------------------------

    Cash flows from financing activities:
         Net (repayment) borrowings under credit                  (543)                       3,270
         agreements
         Increase in bank overdraft                                469                          194
         Proceeds from the issuance of common stock                128                          255
         Issuance of common stock pursuant to 401(k)
         Plan                                                       --                          121
                                                        ------------------------    -------------------------
    Net cash provided by financing activities                       54                        3,840
                                                        ------------------------    -------------------------
    Net (decrease) increase in cash and cash            
    equivalents                                                 (1,138)                         514
    Cash and cash equivalents at beginning of period             7,325                        9,299
                                                        ------------------------    -------------------------
    Cash and cash equivalents at end of period (1)      $        6,187               $        9,813
                                                        ========================    =========================

</TABLE>

Comments
--------
(1) Cash and cash equivalents at March 31, 1999 includes  $386,000
    of cash classified as net assets held for sale.

See accompanying notes.



<PAGE>


                             ISOLYSER COMPANY, INC.
                   Notes to Consolidated Financial Statements
                                   (unaudited)

1) In  the  opinion  of  management,  the  information  furnished  reflects  all
adjustments  (consisting only of normal recurring  adjustments)  necessary for a
fair  presentation  of the financial  position,  results of operations  and cash
flows  for  the  interim  periods.  Results  for  the  interim  periods  are not
necessarily  indicative  of results  to be  expected  for the full  year.  These
consolidated  financial  statements  should  be read  in  conjunction  with  the
consolidated  financial  statements and notes thereto contained in the Company's
Annual Report on Form 10-K for the period ended December 31, 1998.

2)  Inventories  are stated at the lower of cost or market and are summarized as
follows:

<TABLE>
<CAPTION>

                                                              March 31, 1999                  December 31, 1998
                                                       ------------------------------    ----------------------------
<S>                                                    <C>                               <C>    
Raw Materials and Supplies                             $          18,227,000             $            16,959,000
Work in Process                                                    1,770,000                           1,747,000
Finished Goods                                                    21,155,000                          21,864,000
                                                       ------------------------------    ----------------------------
         Total                                                    41,152,000                          40,570,000

Reserve for excess, slow moving obsolete inventory               (16,500,000)                        (16,923,000)
                                                       ------------------------------    ----------------------------
         Total                                         $          24,652,000             $            23,647,000
                                                       ==============================    ============================
</TABLE>

At March 31, 1999 and December 31, 1998 the net OREX inventory is  approximately
$4,597,000 and $4,920,000 respectively.

3) The net assets of the White Knight subsidiary at March 31, 1999 and the White
Knight subsidiary and the Company's former headquarters at December 31, 1998 are
classified as held for sale in the accompanying condensed consolidated financial
statements, and are comprised of the following:
<TABLE>
<CAPTION>
                                                               March 31, 1999                  December 31, 1998
                                                       -------------------------------    ----------------------------
<S>                                                    <C>                               <C>  
Assets:
      Cash                                             $               386,000            $                    -
      Accounts Receivable                                            3,760,000                         3,589,000
      Inventory                                                      5,440,000                         6,744,000
      Prepaid expense and other assets                                  55,000                            71,000
      Property and equipment, net                                            -                         2,000,000
      Other assets                                                      63,000                            73,000
                                                       -------------------------------    ----------------------------
           Total Assets                                              9,704,000                        12,447,000

<PAGE>
                                                              March 31, 1999                  December 31, 1998
                                                       -------------------------------    ----------------------------
<S>                                                    <C>                               <C>  
Liabilities:
      Accounts payable                                 $               946,000            $            1,441,000
      Bank overdraft                                                   282,000                           361,000
      Accrued expenses                                                 463,000                           786,000
      Long-term debt                                                    13,000                            16,000
                                                       -------------------------------    ----------------------------
         Total liabilities                                           1,704,000                         2,604,000
                                                       -------------------------------    ----------------------------

         Net assets held for sale                      $             8,000,000            $            9,873,000
                                                       ===============================    ============================


The Company anticipates disposing of White Knight in 1999.

The following  represents  the results of operations of the above noted entities
for the three months ended March 31, 1999 and 1998:


                                                                   1999                           1998
                                                       ------------------------------    ----------------------------
Net Sales                                                       $6,636,000                       $11,592,000
Net Loss                                                         (401,000)                       (1,850,927)
Net Loss Per Share - Basic and Diluted                            (0.01)                           (0.05)

</TABLE>

4) Loss per common share is computed using the weighted average number of common
shares outstanding during the respective periods. There is no difference between
basic and diluted weighted average and per share amounts for these periods.


Item 2.

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

Results of Operations

Net sales for the three  months ended March 31, 1999 (the "1999  Quarter")  were
$34.8  million  compared to $41.2  million for the three  months ended March 31,
1998 (the "1998 Quarter"),  a decrease of 15.5%. Excluding from the 1998 Quarter
net sales of the  Company's  White Knight  Industrial,  SafeWaste  and Struble &
Moffitt  businesses  which were disposed of during 1998,  net sales for the 1999
Quarter  decreased  6.0% as  compared  to the  1998  Quarter.  Sales  of  custom
procedure  trays and  related  products  declined  21.2% in the 1999  Quarter as
compared to the 1998 Quarter. This decline was primarily attributed to relief of
backlog in the 1998 Quarter with no comparable backlog in the 1999 quarter,  and
competition   with  other   procedure  tray   companies  and  group   purchasing
organizations.  Sales of  Microtek  products  increased  18.3%  during  the 1999
Quarter as compared to the 1998 Quarter primarily as a result of increased sales
from a short term  manufacturing  contract  arrangement  with a customer and new
business.  Sales of safety  products  increased 15.7% during the 1999 Quarter as
compared to the 1998 Quarter as a result of  substantially  increased  purchases
from a distributor.  The decline in sales at the Company's White Knight division
of 8.6% during the 1999 Quarter was primarily  due to the Company's  decision to
de-emphasize  marketing  of White  Knight  products  in favor of  higher  margin
products sold by its other subsidiaries. The Company has announced plans to sell
White Knight which, if consummated, would significantly reduce the Company's net
sales.  See "Risk  Factors - Risks of  Planned  Divestitures"  in the  Company's
Annual  Report on Form 10-K for the period ended  December 31, 1998 (the "Annual
Report").

Included  in  the  foregoing  sales  figures  are  $800,000  in  sales  of  OREX
Degradables  during the 1999  Quarter as  compared  to $1.8  million in the 1998
Quarter.  Sales of OREX Degradables during the 1999 Quarter and 1998 Quarter did
not  contribute  any gross profits to the Company's  operating  results.  During
1997,  the Company  substantially  reduced its selling and marketing  efforts to
increase  sales of OREX  Degradables  and  instead  focused  on  preserving  its
existing base of hospitals  purchasing OREX  Degradables and evaluating means to
exploit  the market  position  of OREX  Degradables  within its  various  market
potentials.  During  1998,  the Company  substantially  revised its  strategy to
commercialize its OREX products. As a result of these efforts, the Company is in
the process of introducing  new degradable  products to the healthcare  industry
under the mark Enviroguard which uses a hydroentanglement  manufacturing process
to produce a spunlaced fabric. The Company's future performance will depend to a
substantial  degree  upon  market  acceptance  of and the  Company's  ability to
successfully  manufacture,  market, deliver and expand its OREX Degradables line
of products at acceptable  profit margins.  There can be no assurances that OREX
Degradables  will  achieve or maintain  substantial  acceptance  in their target
markets. See "Risk Factors --Limited and Operating History; Net Losses," "-Risks
of New Products" and  "-Manufacturing  and Supply Risks" in the Company's Annual
Report.

Gross  profit in the 1999  Quarter  was $11.0  million  or 31.6% of net sales as
compared  to  $10.6  million  or 25.8% of net  sales  in the 1998  Quarter.  The
improvement  in gross  profit is  attributable  to improved  gross profit at the
Company's  Microtek  subsidiary as a result of increased  sales as well as sales
mix, and reduced  manufacturing  costs associated with the sale of the Company's
Arden and  Abbeville  OREX  manufacturing  facilities in August 1998 and October
1998, respectively.

Selling,  general and administrative  expenses were $9.7 million or 27.8% of net
sales in the 1999  Quarter as compared to $9.8  million or 23.7% of net sales in
the 1998 Quarter.  The percentage  increase is primarily due to costs associated
with the Company's  Enviroguard product and increased commissions as a result of
more profitable sales mix.

Research and  development  expenses were $455,000 in the 1999 Quarter or 1.3% of
net sales as compared to $681,000 or 1.7% of net sales in the 1998 Quarter.  The
decline in research  and  development  expense is  primarily  related to reduced
costs associated with the development and registration of the Company's LTS Plus
product as well as reduced  development cost associated with the introduction of
the Company's Enviroguard product line.

Amortization  of  intangibles  was  $452,000 in the 1999  Quarter as compared to
$527,000 in the 1998 Quarter. The decline in amortization expense was due to the
sale of the Company's White Knight Industrial business during 1998.

The  resulting  income  from  operations  was  $412,000  in the 1999  Quarter as
compared to a $356,000 loss from operations in the 1998 Quarter.

Interest  expense,  net of interest income,  was $574,000 in the 1999 Quarter as
compared  to $858,000 in the 1998  Quarter.  The decline in interest  expense is
attributed to reduced interest expense as a result of reduced  borrowings during
the 1999 Quarter  offset by increases in the Company's  borrowing  interest rate
combined with lower  interest  income as a result of lower cash balances  during
the 1999 Quarter.

Provision for income taxes  reflects an expense of $205,000 for the 1999 Quarter
as compared to an expense of $76,000 in the 1998 Quarter.

The  resulting  net loss was  $367,000 for the 1999 Quarter as compared to a net
loss of $1.3 million for the 1998 Quarter.


Liquidity and Capital Resources

At March 31,  1999,  the  Company's  cash and  equivalents  totaled $6.2 million
including  $386,000 in cash at the Company's White Knight subsidiary  classified
as assets held for sale, as compared to $7.3 million at December 31, 1998.

During  the  1999  Quarter,  the  Company  used  $792,000  of cash in  operating
activities as compared to a use of $1.7 million in the 1998 Quarter.  The use of
cash in the  1999  Quarter  is  primarily  attributable  to  increased  accounts
receivable and inventory as a result of an approximate  $2.2 million increase in
net  sales in the 1999  Quarter  as  compared  to the  fourth  quarter  of 1998,
partially  offset by lower net losses and  increases  in accruals  and  accounts
payable.  The Company  used  $400,000 in  investing  activities  during the 1999
Quarter as compared to $1.7 million used during the 1998 Quarter. The decline in
cash  used in  investing  activities  is due to  substantial  completion  of the
Company's  investment  in  information  systems  at  its  Microtek  and  MedSurg
subsidiaries.  During  the 1999  Quarter,  the  Company  provided  approximately
$54,000 in cash from financing  activities  compared to $3.8 million in the 1998
Quarter.

As more fully described in the Company's Annual Report,  the Company maintains a
$28  million  credit  agreement  (as amended to date,  the  "Credit  Agreement")
consisting of a revolving  credit  facility  maturing on June 30, 2000.  Current
additional  borrowing  availability under the revolving credit facility at March
31,  1999  was  approximately  $2  million.  Outstanding  borrowings  under  the
revolving  credit facility were  approximately  $22.7 million at March 31, 1999.
The Credit Agreement provides for the issuance of up to $3 million in letters of
credit.  Outstanding  letters of credit were $94,000 at March 31, 1999. In March
1999, the Bank and the Company amended the Credit Agreement to reduce the credit
facility,  revise  certain  covenants and extend the term of the  facility.  The
Company is required by the Credit  Agreement  to reduce its  revolving  facility
borrowings by approximately $7.5 million from balance existing at March 31, 1999
by September 30, 1999. At March 31, 1999, the Company was in compliance with the
covenants contained in its Credit Agreement.

On March 31, 1999, the Company disposed of its former corporate headquarters for
proceeds of approximately $1.9 million. These proceeds were subsequently used to
reduce outstanding borrowings under the Company's Credit Agreement.

Based upon its current  business plan, the Company  currently  expects that cash
equivalents  and short term  investments on hand, the Company's  existing credit
facility, funds budgeted to be generated from operations and proceeds from sales
of assets  will be  adequate  to meet its  liquidity  and  capital  requirements
through 1999.  Currently  unforeseen  future  developments and increased working
capital requirements may require additional debt financing or issuance of common
stock in 1999 and subsequent years.  There can be no assurances that the Company
could obtain any required  additional debt financing or successfully  consummate
an issuance of common stock on terms favorable to the Company, if at all.


Year 2000 Issue

Many companies are affected by the year 2000 issue,  which could cause equipment
reliant upon computer  applications to fail or create  erroneous  results due to
the  failure of  computer  programs to  correctly  identify  the year 2000 after
December 31, 1999.

During 1996, as part of a program to install improved  information  systems on a
Company-wide  basis, the Company initiated a conversion from existing management
information  software to programs  that are year 2000  compliant.  In the fourth
quarter of 1997, the Company's MedSurg operations completed substantially all of
its conversion to a year 2000 compliant  system,  with certain minor conversions
to be  completed in third  quarter,  1999.  The  Company's  Microtek  operations
substantially  completed  such  conversion  in  September  1998.  The  Company's
corporate operations are scheduled to complete such conversion by June, 1999. If
the Company does not sell its remaining White Knight  business,  the Company has
scheduled to complete  such  conversion  for the White Knight  business by third
quarter,  1999.  Costs incurred to date for such  conversions  approximate  $7.9
million of which $2.5 million have been expensed with $5.4 million  representing
capital expenditures.  The Company estimates that costs remaining to be incurred
before scheduled  completion of such conversion will be  approximately  $93,000,
all of which are  expected to be  capitalized.  The  Company has begun,  but not
completed,  a program  to  evaluate  year  2000  compliance  of  non-information
technology assets. The Company has scheduled to complete compliance solutions on
such assets by third  quarter  1999,  and  estimates  related costs at less than
$200,000.  Other than such costs,  the  Company  does not believe its efforts to
become year 2000 compliant will have a material adverse impact upon the Company.
Estimated  costs to be incurred and the  schedule to become year 2000  compliant
are subject to  uncertainties  and risks  (including,  for  example,  failure to
timely identify and correct non-compliant  systems,  encountering  unanticipated
delays or  impediments  to  conversion  and  disruptions  of  ordinary  business
operations),  and the failure of the Company to complete such conversion  within
budget and on schedule could adversely affect the Company.

The  Company is not  currently  aware of any of its  customers,  product  users,
suppliers or other  vendors which are  non-compliant  with year 2000 in a manner
which would have an adverse effect upon the Company or its operations;  however,
the Company has not yet  completed  its  inquiries to third  parties  concerning
their  compliance  with the year 2000 issue.  The Company plans to complete such
inquiries  in the second and third  quarters of 1999.  The Company  continues to
evaluate the potential impact upon the Company of  noncompliance  with year 2000
issues by third parties with which the Company  deals.  The Company's  customers
are primarily healthcare institutions or vendors to such institutions.

The  Company has not adopted a specific  contingency  plan to address  year 2000
non-compliance  issues.  The  Company's  experience  in  installing  replacement
information  systems  has  caused  the  Company  to  become  familiar  with  the
consequences  of  reliance  on such  technology  and short  term  solutions  for
temporary  interruptions to such systems.  If the Company  experiences  critical
interruptions to its information  systems or  technologies,  the Company will be
required  to engage  additional  clerical  services  and  would  expect to incur
additional  distribution  expenses which could have a material adverse effect on
the Company's operating results.

The statements made under this caption are Year 2000 Readiness  Disclosure under
the Year 2000 Information and Readiness Disclosure Act.


Forward Looking Statements

Statements  made in this  Management's  Discussion  and  Analysis  of  Financial
Condition  and Results of Operations  include  forward-looking  statements  made
under the  provisions  of the Private  Securities  Litigation  Reform  Act.  The
Company's  actual  results  could differ  materially  from such  forward-looking
statements and such results will be affected by risks described in the Company's
Annual Report on Form 10-K including,  without limitation, those described under
"Risk  Factors  -  Limited  Operating  History;  Net  Losses",  "-Risks  of  New
Products", "-Risks of Planned Divestitures", "-Manufacturing & Supply Risks" and
"-Liquidity Risks".


Item 3.

Quantitative and Qualitative Disclosures about Market Risk

The Company's  greatest  sensitivity on market risk is to changes in the general
level of U.S. interest rates and its effect upon the Company's interest expense.
At March 31, 1999, $22.7 million of the Company's  long-term and short-term debt
bears interest at floating rates. Because these rates are variable,  an increase
in interest rates would result in additional interest expense and a reduction in
interest rates would result in reduced interest expense.



<PAGE>
                                     PART II

                                OTHER INFORMATION


Item 1.           Legal Proceedings

Not applicable.

Item 2.           Changes in Securities and Use of Proceeds

During the  quarter  for which  this  report is filed,  there  were no  material
modifications in the instruments defining the rights of shareholders. During the
quarter  for which this  report is filed,  none of the rights  evidenced  by the
shares of the Company's common stock were materially limited or qualified by the
issuance or  modification  of any other class of securities.  During the quarter
for which this report is filed,  the Company  sold no equity  securities  of the
Company that were not registered under the Securities Act of 1933, as amended.

Item 3.           Default Upon Senior Securities

Not applicable.

Item 4.           Submission of Matters to a Vote of Securityholders

None.

Item 5.           Other Information

None.

Item 6.           Exhibits and Reports on Form 8-K

(a)               Exhibits:

Exhibit No.          Description

3.1(1)  Articles of Incorporation of Isolyser Company, Inc.

3.2(2)  Articles of Amendment to Articles of Incorporation  of Isolyser
        Company, Inc.

3.3(1)  Amended and Restated Bylaws of Isolyser Company, Inc.

3.4(3)  First Amendment to Amended and Restated Bylaws of Isolyser Company, Inc.

3.5(4)  Second Amendment to Amended and Restated Bylaws of Isolyser Company,
        Inc.

4.1(1)  Specimen Certificate of Common Stock

27.1    Financial Data Schedule

------------------


(1)  Incorporated by reference to the Company's  Registration  Statement on Form
     S-1 (File No. 33-83474).

(2)  Incorporated by reference to Exhibit 3.2 of the Company's  Annual Report on
     Form 10-K for the year ended December 31, 1996.

(3)  Incorporated by reference to Exhibit 3.1 to the Company's Current Report on
     Form 8-K filed July 29, 1996.

(4)  Incorporated by reference to Exhibit 3.1 to the Company's Current Report on
     Form 8-K filed December 20, 1996.



(b) No current  reports on Form 8-K were filed during the quarter for which this
report is filed.




<PAGE>


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has caused  this  quarterly  report on Form 10-Q to be signed on its
behalf by the undersigned thereunto duly authorized on May 17, 1999.


                             ISOLYSER COMPANY, INC.


                             By:  /s/ MIGIRDIC NALBANTYAN
                                  -------------------------------
                                  Migirdic Nalbantyan
                                  President & CEO
                                  (principal executive officer)


                             By: /s/ PETER A. SCHMITT
                                 --------------------------------
                                 Peter A. Schmitt
                                 Chief Financial Officer
                                 (principal financial officer)