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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

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

                   For quarterly period ended August 31, 1999

                                       OR

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

                   For the transition period from     to

                        Commission File Number: 33-78022

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

           Delaware                                            11-3205937
(State or other jurisdiction of                        (State or I.R.S. Employer
 incorporation of organization)                         Identification Number)

                               145 Ricefield Lane
                               Hauppauge, New York
                    (Address of principal executive offices)

                                      11788
                                   (Zip Code)

                                 (516) 273-2630
               (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 and (2) has been subject to such filing requirements for
the past 90 days.

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

   Class                                       Outstanding at October 7, 1999
Common Stock                                            1,350,000


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                               FUTUREBIOTICS, INC.
                                    FORM 10-Q
                                QUARTERLY REPORT
                    For the Nine Months Ended August 31, 1999



                                TABLE OF CONTENTS

                                                                   Page to Page



         Financial Statements:

         Condensed balance sheets......................................1

         Condensed statements of operations............................2

         Condensed statements of cash flows............................3

         Notes to condensed financial statements.......................4 - 6

         Management's discussion and analysis
         of financial condition and results
         of operations.................................................7 - 8

         Legal proceedings.............................................9

         Signatures....................................................10



<PAGE>



                               FUTUREBIOTICS, INC.
                            CONDENSED BALANCE SHEETS
                 (in thousands, except share and per share data)




<TABLE>
<CAPTION>
                                                                 August 31, 1999      November 30, 1998
                                                                  (Unaudited)
                                ASSETS

<S>                                                              <C>                  <C>
CURRENT ASSETS:
  Cash and cash equivalents                                         $     37             $    181
  Accounts receivable (less allowance for doubtful
     accounts of $12)                                                    994                1,030
  Inventories (Note 3)                                                 1,919                2,179
  Due from parent                                                      3,217                2,533
  Property, plant and equipment held for disposal (Note 4)               149                  194
  Intangible assets held for disposal (Note 5)                           334                  438
  Prepaid income taxes                                                     9                  -
  Prepaid expenses and other current assets                              231                  145
  Deferred income tax asset (Note 8)                                     307                  326
                                                                    --------             --------
  Total current assets                                                 7,197                7,026


OTHER ASSETS                                                             130                  314
                                                                    --------             --------
                                                                    $  7,327             $  7,340
                                                                    ========             ========

    LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable and accrued expenses                             $    659             $     72
                                                                    --------             --------
  Total current liabilities                                              659             $     72
                                                                    --------            ---------

LONG-TERM DEBT (Note 6)
DEFERRED INCOME TAX LIABILITY (Note 8)                                   -                    142
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY:
  Common stock, $.0001 par value;
     authorized 40,000,000 shares;
     1,350,000 issued and outstanding                                    -                     -
  Preferred stock, $.0001 par value;
     authorized 8,335,000 shares; 8,335,000
     issued and outstanding                                                1                    1
  Additional paid-in capital                                           9,395                9,395
  Unearned compensation                                              (1,031)               (1,228)
  (Deficit)                                                          (1,697)               (1,042)
                                                                    --------             --------
                                                                       6,668                7,126
                                                                    --------             --------
                                                                    $  7,327             $  7,340
                                                                    ========             ========
</TABLE>





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                               FUTUREBIOTICS, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                 (in thousands, except share and per share data)




<TABLE>
<CAPTION>
                                                     Nine  Months Ended              Three Months Ended
                                                         August 31,                      August 31,
                                                   1999           1998              1999           1998
                                                   ----           ----              ----           ----

<S>                                            <C>            <C>                <C>            <C>
NET SALES                                      $   5,484      $   7,656          $   1,464      $   2,550


COSTS AND EXPENSES:
   Cost of sales                                   3,235          4,522                882          1,490
   Selling, general and administrative             3,027          3,582              1,066          1,111
                                               ---------      ----------         ----------     ---------
                                                   6,262          8,104              1,948          2,601
                                               ---------      ----------         ----------     ---------


OPERATING LOSS                                      (778)          (448)              (484)           (51)

OTHER:
    Interest income                                 -               (51)              -               (14)
    Interest expense                                -               120               -                22
    Other                                           -                (9)              -                (4)
                                               ---------      ----------         ----------     ---------
                                                    -                60               -                 4
                                               ---------      ----------         ----------     ---------

LOSS BEFORE (BENEFIT)/PROVISION
   FOR INCOME TAXES                                 (778)          (508)              (484)           (55)

INCOME TAX (BENEFIT)/PROVISION                      (123)          (162)                23            (28)
                                               ---------     ----------          ----------     ---------

NET LOSS                                       $    (655)    $     (346)         $    (507)     $     (27)
                                               =========     ==========          ==========     =========


LOSS PER COMMON SHARE                          $   (.49)     $     (.26)         $    (.38)    $    (.02)
                                               ---------     ----------          ----------     ---------

WEIGHTED AVERAGE NUMBER
    OF COMMON SHARES
    OUTSTANDING                                1,350,000      1,350,000          1,350,000      1,350,000
                                               ---------     ----------          ----------     ---------
</TABLE>



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                               FUTUREBIOTICS, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                 (in thousands, except share and per share data)




<TABLE>
<CAPTION>
                                                                       Nine Months Ended
                                                                          August 31,
                                                                      1999           1998
                                                                      ----           ----

<S>                                                                <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                         $   (655)      $   (346)
                                                                   ---------      ---------
  Adjustments to reconcile net loss to net
     cash (used in) provided by operating activities:
     Depreciation and amortization                                      346            385
     Deferred income tax benefit                                       (123)          (162)
    Loss on sale of equipment                                          -                 5
    Changes in operating assets and liabilities:
        (Increase) decrease in assets:
        Accounts receivable                                              36            393
        Inventories                                                     260           (510)
        Due to/from parent                                             (684)         1,484
        Prepaid income taxes                                             (9)           132
        Prepaid expenses and other current assets                       (86)           160
        Other assets                                                    184             68
        Increase (decrease) in liabilities:
        Accounts payable and accrued expenses                           587            (63)
                                                                   ---------      ---------
       Total adjustments                                                511          1,892
                                                                   ---------      --------
       Net cash (used in) provided by operating activities             (144)         1,546
                                                                   ---------      ---------

CASH FLOWS FROM INVESTING ACTIVITIES:
  Decrease in investments                                              -             1,288
  Proceeds from sale of equipment                                      -                15
  Purchase of property, plant and equipment                            -               (40)
                                                                   ---------      ---------
Net cash provided by investing activities                              -             1,263
                                                                   ---------      ---------

CASH FLOWS FROM FINANCING ACTIVITIES:
  Repayment of debt                                                    -            (3,000)
                                                                   ---------      ---------
  Net cash used in financing activities                                -            (3,000)
                                                                   ---------      ---------

  Net decrease in cash and cash equivalents                            (144)          (191)
  Cash and cash equivalents at beginning of period                      181            615
                                                                   ---------      ---------

  Cash and cash equivalents at end of period                       $     37       $    424
                                                                   ========       ========-
</TABLE>


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                               FUTUREBIOTICS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                        NINE MONTHS ENDED AUGUST 31, 1999

1.       Basis of Presentation:

         The interim unaudited condensed financial statements furnished reflect
all adjustments which are, in the opinion of management, necessary to present
fairly its financial position as of August 31, 1999 and the results of
operations and statements of cash flows for the nine months ended August 31,
1999 and 1998. The balance sheet as of November 30, 1998 has been derived from
the audited balance sheet as of that date. This report should be read in
conjunction with the Company's annual report filed on Form 10-K for the fiscal
year ended November 30, 1998. The results of operations and cash flows for the
nine months ended August 31, 1999 are not necessarily indicative of the results
to be expected for the full year.

2.       Concentration of Credit Risk:

         Financial instruments which potentially expose the Company to
concentrations of credit risk, as defined by Statement of Accounting Standards
No. 105, include trade accounts receivable. Wholesale distributors of
nutritional supplements account for a substantial portion of trade receivables.
The risk associated with this concentration is limited due to the large number
of distributors and their geographic dispersion.

3.       Inventories:

         Inventories, consisting principally of finished goods, at August 31,
1999 have been estimated using the gross profit method.

4.       Property, Plant and Equipment:

         Property, plant and equipment, at cost, consist of the following:

                                                Nine Months Ended   Year Ended
                                                   August 31,      November 30,
                                                      1999             1998
                                                      ----             ----
                                                 (in thousands)   (in thousands)
                                                   (unaudited)

Equipment                                         $       34        $       34
Office equipment and fixtures                            368               368
Leasehold improvements                                     8                 8
                                                  ----------        ----------
                                                         410               410

Less accumulated depreciation and amortization           261               216
                                                  ----------        ----------
                                                         149               194
Less assets held for disposal                            149               194
                                                  ----------        ----------
                                                  $      -          $      -
                                                  ==========        ==========


                                       -4-

<PAGE>




                               FUTUREBIOTICS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                        NINE MONTHS ENDED AUGUST 31, 1999
                                   (Continued)



5.       Intangible Assets:

         Intangible assets consist of the following:
                                               Nine Months Ended    Year Ended
                                                  August 31,       November 30,
                                                     1999              1998
                                                     ----              ----
                                                (in thousands)    (in thousands)
                                                  (unaudited)

         Covenants not to compete                 $     845         $    845
         Goodwill                                       300              300
         Other                                           25               34
                                                  ---------         --------
                                                      1,170            1,179
         Less accumulated amortization                  836              741
                                                  ---------         --------
                                                        334              438
         Less assets held for disposal                  334              438
                                                  ---------         --------
                                                  $     _           $ -
                                                  =========         ========

6.       Long-Term Debt:

         On July 22, 1999, the Company and its parent terminated the revolving
credit and term loan facilities with its bank.


7.       Stockholders' Equity:

          The loss per common share is computed by dividing the net loss by the
average number of common shares and common stock equivalents outstanding during
the period. Common stock equivalents have been excluded from the calculation as
the effect is antidilutive.






                                       -5-

<PAGE>



                               FUTUREBIOTICS, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS
                        NINE MONTHS ENDED AUGUST 31, 1999
                                   (Continued)


8.       Income Taxes:

         The tax effects of temporary differences that give rise to the net
deferred income tax asset (liability) are comprised of the following:


                                                 Net                  Net
                                              Deferred             Deferred
                                             Income Tax           Income Tax
                                          Asset (Liability)    Asset (Liability)

                                           August 31, 1999     November 30, 1998
                                           ---------------     -----------------
                                             (unaudited)
                                           (in thousands)       (in thousands)


         Inventories                        $    137               $  144
         Property, plant and equipment           (36)                 (35)
         Tax carryforwards                       739                  528
         Unearned compensation                  (108)                (142)
         Intangibles                             205                  199
         Valuation allowance                    (630)                (510)
                                            ---------              -------
                                            $    307               $  184
                                            =========              =======


9.       Major Customer:

         Sales to two major customers each approximated 11% of total sales for
the nine month period ended August 31, 1999.

10.     Sale of Assets

         On July 1, 1999, Nutraceutical Corporation terminated the agreement to
purchase substantially all of the Company's assets. Management is pursuing the
sale of these assets, and does not anticipate a loss on the sale.






                                       -6-

<PAGE>



                               FUTUREBIOTICS, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



Forward-looking Statements

         This Form 10-Q contains certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. Statements made
that are not historical facts are forward-looking and, accordingly, involve
risks and uncertainties that could cause actual results or outcomes to differ
materially from those expressed in the forward-looking statements. Although such
forward-looking statements have been based on reasonable assumptions, there is
no assurance that the expected results will be achieved. Some of the factors
that could cause actual results to differ materially include, but are not
limited to: the effects of regulatory decisions; changes in law and other
governmental actions and initiatives; uncertainties relating to global economic
conditions; market acceptance of competing products; the availability and cost
of raw materials, the Company's ability to successfully maintain or increase
market share in its core business while expanding its product base into other
markets; the strength of its distribution channels; and the Company's ability to
manage fixed and variable expense growth relative to revenue growth.

Results of Operations

         Net sales for the nine and three month periods ended August 31, 1999
approximated $5,484,000 and $1,464,000 respectively, as compared to $7,656,000
and $2,550,000 in the corresponding periods. The decline in sales is a result of
unfavorable market conditions, weak distribution and discontinued items. Gross
profit on these sales approximated $2,249,000 (41% of sales) and $582,000 (40%
of sales) for the nine and three month periods ended August 31, 1999 as compared
to $3,134,000 (41% of sales) and $1,060,000 (42% of sales) in the corresponding
period.

         Selling, general and administrative expenses approximated $3,027,000
(55% of sales) and $1,066,000 (73% of sales) for the nine and three months ended
August 31, 1999 respectively, as compared to $3,582,000 (47% of sales) and
$1,111,000 (44% of sales) for the corresponding periods in 1998. The decrease is
primarily attributable to the consolidation of sales territories and increased
telemarketing efforts with a resulting decrease in sales force salaries and
expenses.

         On July 1, 1999, Nutraceutical Corporation terminated the agreement to
purchase substantially all of the Company's assets. Management is pursuing the
sale of these assets, and does not anticipate a loss on the sale.





                                       -7-

<PAGE>



                               FUTUREBIOTICS, INC.
                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)



         The Company recognizes the need to ensure its operations will not be
adversely impacted by the Year 2000 software failures. Software failures due to
processing errors potentially arising from calculations using the Year 2000 date
are a known risk. The Company is addressing this risk as to the availability and
integrity of financial systems and reliability of operational systems. The
Company has developed a plan to ensure that its systems are compliant with the
requirements to process transactions in the Year 2000. The plan consists of four
phases: assessment, remediation, testing and implementation, and encompasses
internal information technology (IT) systems and non-IT systems, as well as
third party exposures. The Company has completed the assessment of its IT
systems and non-IT systems and has satisfactorily tested and implemented
remedial changes to its existing software. In addition, the Company has
requested from a majority of its principal suppliers and vendors written
statements regarding their plan for meeting Year 2000 requirements. To date, the
Company has not received adequate response to such requests.


         Management of the Company believes that it is working on an effective
program to resolve the Year 2000 issue in a timely manner and that the costs of
implementing this program will not materially affect the financial position of
the Company. The Company has not yet completed all necessary phases of the Year
2000 program. In the event that the Company does not complete any additional
phases, the Company could experience business interruptions. In addition,
disruptions in the economy generally resulting from the Year 2000 issues could
also materially adversely affect the Company. The amount of potential liability
and lost revenue cannot be reasonably estimated at this time.


Liquidity and Capital Resources

         The Company had net working capital of $6,538,000 at August 31, 1999.

          The Company's statement of cash flows reflects cash used in operations
of approximately $144,000 which reflects a net loss of approximately ($
655,000), increases in operating assets such as due from parent ($684,000),
prepaid and other current assets ($86,000) and an adjustment for deferred income
tax benefit ($123,000), offset by (i) a decrease in accounts receivable
($36,000), inventories ($260,000), other assets ($184,000), (ii) an increase in
accounts payable and accrued expenses ($587,000) and (iii) an adjustment for
depreciation and amortization ($346,000).

         On July 22, 1999, the Company and its parent terminated the revolving
credit and term loan facilities with its bank.

         The Company expects to meet its cash requirements from operations and
current cash reserves.



                                       -8-

<PAGE>



PART II - OTHER INFORMATION


         Item 1. - Legal Proceedings


         Reference is made to Item 3 in the Company's Form 10-K for the year
ended November 30, 1998.






                                       -9-
<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.






                                       FUTUREBIOTICS, INC.




Dated: October 12, 1999                By:  /Karine Hollander/
                                          --------------------------------------
                                            Karine Hollander
                                            Chief Financial Officer




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