SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C. 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 quarterly period ended June 30, 1999


[ ]    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: 001-10382


                    VALLEY FORGE SCIENTIFIC CORP.
        (Exact name of registrant as specified in its charter)

        PENNSYLVANIA                                     23-2131580
(State or other jurisdiction of                       (I.R.S. employer
 incorporation or organization)                        identification no.)

            136 GREEN TREE ROAD, OAKS, PENNSYLVANIA 19456

        (Address of principal executive offices and zip code)
                      Telephone: (610) 666-7500

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 _____

At August 9, 1999 there were 8,234,509 shares outstanding of the
Registrant's no par value Common Stock.










                    VALLEY FORGE SCIENTIFIC CORP.

                          INDEX TO FORM 10-Q

                            June 30, 1999



                                                                      Page
                                                                     Number

PART I - FINANCIAL INFORMATION

       ITEM 1.  FINANCIAL STATEMENTS:

       Balance Sheets - June 30, 1999 and September 30, 1998.          1

       Statements of Operations for the three and nine months
        ended June 30, 1999 and June 30, 1998.                         2


       Statements of Cash Flows for the nine months
        ended June 30, 1999 and June 30, 1998.                         3


       Notes to Financial Statements.                                  4


       ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                CONDITION AND RESULTS OF OPERATIONS.                   5


PART II - OTHER INFORMATION                                            9

       ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS    9

       ITEM 5.  DEADLINE FOR SUBMISSION OF STOCKHOLDER PROPOSALS       9

       ITEM 6.  EXHIBITS AND REPORTS OF FORM 8-K                       9




                                     (i)



<PAGE  1>
<TABLE>

                VALLEY FORGE SCIENTIFIC CORP. AND SUBSIDIARIES

                                BALANCE SHEETS

<S>                                               <C>                <C>
                                                JUNE 30,         SEPTEMBER 30,
                                                 1999                1998
                                               -----------       -------------
                                               (UNAUDITED)         (AUDITED)
ASSETS
Current Assets:
   Cash and cash equivalents                   $   834,734        $   873,757
   Accounts receivable - trade (net)             1,102,802            911,158
   Inventory                                     1,246,987          1,204,980
   Prepaid items and other current assets          102,367             68,996
   Recoverable income taxes                           -                 4,636
   Current portion of deferred income tax benefit  180,015            152,983
                                                  --------          ---------
      Total Current Assets                       3,466,905          3,216,510

Property, Plant and Equipment, net of
 Accumulated Depreciation                          211,905            229,687
Intangible Assets, net of Accumulated
    Amortization                                   684,780            753,542
Other Assets                                         4,472              4,472
                                                 ---------          ---------

      Total Assets                              $4,368,062         $4,204,211
                                                 =========          =========

LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
Current Liabilities:
   Accounts payable and accrued expenses       $   219,454        $   160,607
   Income taxes payable                             46,887                513
                                                  --------           --------
      Total Current Liabilities                    266,341            161,120
                                                  --------           --------
Deferred Income Taxes Payable                       23,628             18,445
                                                  --------           --------
      Total Liabilities                            289,969            179,565
                                                  --------           --------
Commitments and Contingencies

Stockholders' Equity:
   Preferred stock                                    -                  -
   Common stock (no par, 10,000,000 shares
    authorized, 8,234,509 and 8,229,384 shares
    issued and outstanding at June 30, 1999 and
    September 30, 1998)                          4,051,134          4,055,558
   Retained earnings (deficit)                      26,959            (30,912)
                                                 ---------          ---------
      Total Stockholders' Equity                 4,078,093          4,024,646
                                                 ---------          ---------
      Total Liabilities and Stockholders'
            Equity                              $4,368,062         $4,204,211
                                                 =========          =========

                                     -1-
</TABLE>

<PAGE 2>
<TABLE>


                 VALLEY FORGE SCIENTIFIC CORP. AND SUBSIDIARIES

                            STATEMENTS OF OPERATIONS
                                  (UNAUDITED)

<S>                                        <C>                           <C>
                                     THREE MONTHS ENDED             NINE MONTHS ENDED
                                         JUNE 30,                       JUNE 30,
                                    ------------------             -----------------
                                    1999         1998              1999          1998
                                    ----         ----              ----          ----

Net Sales                       $1,151,443    $1,122,371        $2,997,064    $2,806,901
Cost of Sales                      562,586       602,954         1,552,643     1,496,700
                                 ---------     ---------         ---------     ---------

Gross Profit                       588,857       519,417         1,444,421     1,310,201
                                 ---------     ---------         ---------     ---------

Other Costs:
 Selling, general and
   administrative                  362,523       423,001         1,074,625     1,164,618
 Research and development           83,122        72,471           237,759       229,304
 Amortization                       22,921        22,555            68,761        67,666
                                 ---------     ---------         ---------     ---------

   Total Other Costs               468,566       518,027         1,381,145     1,461,588
                                 ---------     ---------         ---------     ---------

Income (Loss) from Operations      120,291         1,390            63,276      (151,387)

Other Income:
       Interest income               6,367         6,436            23,755        19,919
                                 ---------     ---------         ---------     ---------

Income (Loss) before Income Taxes  126,658         7,826             87,03      (131,468)

Provision for (Benefit of)
  Income Taxes                      35,734         3,218            29,160       (41,179)
                                 ---------     ---------         ---------     ---------
Net Income (Loss)              $    90,924    $    4,608        $   57,871   $   (90,289)
                                 =========     =========         =========     =========

Earnings (Loss) Per Share:
 Earnings (loss)
     per common share          $       .01    $      .00        $      .01   $      (.01)
                                 =========     =========         =========    ==========

 Earnings (loss)
     per common share -
      assuming dilution        $       .01    $      .00         $     .01   $      (.01)
                                 =========     =========          ========    ==========

 Common shares outstanding       8,229,509     8,229,384         8,229,509     8,229,384

 Common shares outstanding-
  assuming dilution              8,229,509     8,229,384         8,229,509     8,229,384

                                      -2-
</TABLE>

<PAGE  3>
<TABLE>




                 VALLEY FORGE SCIENTIFIC CORP. AND SUBSIDIARIES

                            STATEMENTS OF CASH FLOWS
                       FOR THE NINE MONTHS ENDED JUNE 30,

<S>                                                  <C>              <C>
                                                     1999             1998
                                                     ----             ----

Cash Flows from Operating Activities:
 Net income (loss)                                $  57,871       $ (90,289)
 Adjustments to reconcile net income (loss) to
  net cash used in operating activities:
   Depreciation and amortization                    101,878         101,310
   Changes in assets and liabilities, net of
    effect from:
     Increase in accounts receivable               (191,644)       (192,662)
     Decrease (increase) in inventory               (42,007)        108,284
     Decrease (increase) in recoverable income taxes  4,636         (15,709)
     Increase in deferred income tax benefit        (27,032)        (22,697)
     Decrease (increase) in prepaid items and other
      current assets                                (33,371)         17,227
     Increase (decrease) in accounts payable and
      accrued expenses                               58,848          33,016
     Increase in income taxes payable                46,374             -
     Increase (decrease) in deferred income
      taxes payable                                   5,183          (2,774)
                                                   --------        --------

      Net cash used in operating
       activities                                   (19,264)        (64,294)
                                                   --------        --------

Cash Flows from Investing Activities:
 Purchase of property, plant and equipment          (15,335)         (5,853)
                                                   --------        --------

    Net cash used in investing activities           (15,335)         (5,853)
                                                   --------        --------
Cash Flows from Financing Activities:
 Proceeds from exercise of stock options             11,972            -
 Purchase and retirement of common stock            (16,396)           -
                                                   --------        --------
    Net cash used in financing activities            (4,424)           -
                                                   --------        --------

Net Decrease in Cash and Cash Equivalents           (39,023)        (70,147)

Cash and Cash Equivalents, beginning of period      873,757         632,904
                                                   --------        --------

Cash and Cash Equivalents, end of period          $ 834,734       $ 562,757
                                                   ========        ========
Supplemental Disclosures of Cash Flow Information:
 Cash paid during the period for:
  Income taxes                                    $    -          $    -
                                                   ========        ========
  Interest                                        $    -          $    -
                                                   ========        ========

                                      -3-

</TABLE>

<PAGE  4>

                 VALLEY FORGE SCIENTIFIC CORP. AND SUBSIDIARIES

                         NOTES TO FINANCIAL STATEMENTS
                             JUNE 30, 1999 AND 1998



  1.    Valley Forge Scientific Corp. ("VFSC") is engaged in the business
        of developing, manufacturing and selling medical devices and product
        The accompanying financial statements consolidate the accounts of
        the parent company and its wholly-owned subsidiaries, Diversified
        Electronics Co., Inc. and Valley Consumer Products, Inc.  All
        significant intercompany accounts and transactions have been
        eliminated in consolidation.

  2.    The September 30, 1998 balance sheet data was derived from audited
        financial statements but does not include all disclosures required
        by generally accepted accounting principles.  In the opinion of
        management, the accompanying unaudited financial statements contain
        all adjustments necessary to present fairly the financial position
        as of June 30, 1999 and the statements of operations for the three
        and nine months ended June 30, 1999 and 1998 and the statements of
        cash flows for the nine months ended June 30, 1999 and 1998.

        The statements of operations for the three and nine months ended
        June 30, 1999 and 1998 are not necessarily indicative of results
        for the full year.

        While the Company believes that the disclosures presented are adequate
        to make the information not misleading, these financial statements
        should be read in conjunction with the financial statements and
        accompanying notes included in the Company's Annual Report on
        Form 10-K for the fiscal year ended September 30, 1998.

  3.    Earnings per share are based on the weighted average number of common
        shares outstanding including common stock equivalents.


                                      -4-




<PAGE  5>

                     VALLEY FORGE SCIENTIFIC CORP.
          MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                  CONDITION AND RESULTS OF OPERATIONS

RESULTS OF OPERATIONS

        Results of Operations for the Three and Nine Months Ended
June 30, 1999 Compared to the Three and Nine  Months Ended June 30,
1998.

        Sales of $1,151,443 for the three months ended June 30, 1999
were 3% greater than sales of $1,122,371 for the three months ended
June 30, 1998 and sales of $2,997,064 for the nine months ended June
30, 1999 were 7% greater than sales of $2,806,901 for the nine
months ended June 30, 1998. Johnson & Johnson Professional, Inc.
("J&J"), our  principal customer, accounted for 98% of sales for the
three months, and 95% for the nine months, ended June 30, 1999.

        In the latter part of the third quarter of 1999, we
commenced shipment of the first five styles of disposable bipolar
neurosurgical instruments to J&J pursuant to our existing
distributing agreement.  Shipments of these styles of disposable
instruments, as well as four additional styles of instruments, are
expected to have a greater impact on revenue in the fourth quarter
of fiscal 1999.

        Initial samples of the Bident bipolar electrosurgical
generators for use in the field of dentistry were shipped in the
latter part of the third quarter of 1999.  While these shipments had
an insignificant effect on revenues for the third quarter of fiscal
1999, sales of additional sample units, as well as production units
of the generators and associated disposable bipolar electrosurgical
instruments, are expected to have a greater impact on revenue in the
fourth quarter of fiscal 1999.

        Bipolar electrosurgical systems and irrigation systems
accounted for 52% of our sales for the three months and nine months
ended June 30, 1999.  Disposable C/T Sets and bipolar cords
accounted for 39% of our sales for the three months, and 42% of our
sales for the nine months, ended June 30, 1999. Disposable
instrumentation sales, which reflected sales in the field of
gynecology and the commencement of sales in the field of
neurosurgery in the latter part of the third quarter of 1999,
accounted for 7% of our sales for the three months, and 5% of our
sales for nine months ended June 30, 1999.

        Gross profit was $588,857, or 51% of sales, for the three
months ended June 30, 1999 and $1,444,421, or 48% of sales, for the
nine months ended June 30, 1999, as compared to gross profit of
$519,417, or 46%  of sales, for the three months ended June 30, 1998
and $1,310,201, or 47% of sales, for the nine months ended June 30,
1998. The increase in the gross profit margin was primarily due to a
change in the product mix.

        Selling, general and administrative expenses decreased by
14% to $362,523 for the three months ended June 30, 1999 from
$423,001 for the three months ended June 30, 1998 and decreased by
8% to $1,074,625 for the nine months ended June 30, 1999 from
$1,164,615 for the nine months ended June 30, 1998. The decrease was
primarily due to a decrease in salary expense during the three and
nine month periods ended June 30, 1999, primarily attributed to
Thomas J. Gilloway, Executive Vice President of the Company,
reducing the time devoted to the Company's business due to a medical
condition.

        Research and development expenses increased by 15% to
$83,122 for the three months, and by 4% to $237,759 for the nine
months, ended June 30, 1999. Research and development included the
completion of development of the Malis Bipolar Lesion Generator and
certain disposable lesion electrodes.

                                      -5-

<PAGE  6>

        We had income from operations of $120,291 for the three
months, and $63,276 for the nine months, ended June 30, 1999 as
compared to income from operations of $1,390 for the three months
ended June 30, 1998 and a loss from operations of $151,387 for the
nine months ended June 30, 1998.  Provision for income taxes was
$35,734 for the three months, and $29,160 for the nine months, ended
June 30, 1999 as compared to income taxes of $3,218 for the three
months ended June 30, 1998 and a benefit of income taxes of $41,179
for the nine months ended June 30, 1998.

         As a result of the foregoing, we had net income of $90,924
for the three months, and $57,871 for the nine months, ended June
30, 1999 as compared to net income of $4,608 for the three months
ended June 30, 1998, and a net loss of $90,289 for the nine months
ended June 30, 1998. Income per basic and diluted common share was
$.01 for the three months and nine months ended June 30, 1999 as
compared to income per basic and diluted common share of $.00 for
the three months ended June 30, 1998 and a loss per basic and
diluted share of $.01 for the nine months ended June 30, 1998.

Liquidity and Capital Resources

        The primary measures of our  liquidity are cash balances
(including short-term investments), accounts receivable and
inventory balances, as well as our borrowing ability.  During the
nine months ended June 30, 1999, our working capital increased by
$145,174 to $3,200,564.

        We used $19,264 in operating activities for the first nine
months of fiscal 1999 principally from an increase of $191,644 in
accounts receivable and an increase in inventory of $42,007, offset
by an increase in accounts payable and accrued expenses of $58,848,
an increase in income taxes payable of $46,374 and the Company's net
income, as adjusted for noncash items.  The increase in accounts
receivable was due to normal market conditions.  Investing
activities for the first nine months of fiscal 1999 used a total of
$15,335 for the purchase of property and equipment.

        During the nine months ended June 30, 1999, we received
$11,972 from the exercise of employee stock options.  In addition,
during the three months ended June 30, 1999, we repurchased 5,000
shares of our common stock for $16,396 pursuant to a stock
repurchase program we announced on May 13, 1999.  All 5,000 shares
are in the process of being retired. Cash decreased by $39,023 in
the first nine months of fiscal 1999, resulting in a  balance of
$834,734 in our cash and cash equivalents at June 30, 1999.

        For the nine months ended June 30, 1998, we used $64,294 for
operating activities and used $5,853 for the purchase of property
and equipment.

        We have  no long-term debt.  We believe that we have
available all funds needed for operations, research and development
and capital expenditures as they may arise in the future.  However,
should it be necessary, we believe we could borrow adequate funds at
competitive rates and terms.


YEAR 2000 COMPLIANCE

        As has been widely reported, many computer systems process
dates based on two digits for the year of a transaction and are
unable to process dates in the Year 2000 and beyond. The Company
primarily uses licensed software products in its operations with a
significant portion of processes and transactions centralized in one
particular software package.  The Company has completed an upgrade
of this software package for Year 2000 compliance.  Other systems
have been assessed, and have been replaced, modified or plans have
been developed and are being implemented to make the necessary
modifications to be Year 2000 compliant by December 1999.  The

                                      -6-

<PAGE  7>

financial impact of making the required system changes for Year 2000
compliance are not expected to have a material effect on the
Company's financial statements.

        The Company is continuing its process of formal
communication with its significant suppliers, customers and service
providers to quantity the effects of their noncompliance.  The
Company's goal is to complete all phases of its review and to be
Year 2000 compliant by December 1999. Any Year 2000 compliance
problems with either the Company, its suppliers, its service
providers or its customers could result in a material adverse effect
on the Company's financial condition and operating results. There
can be no assurance that further assessment of the Company's
suppliers, data processing systems and customers will address all
issues of Year 2000 compliance.


FORWARD LOOKING STATEMENTS

        The information provided in this report may contain "forward
looking" statements or statements which arguably imply or suggest
certain things about our future. Statements which express that
Valley Forge Scientific Corp. ("Valley Forge")  "believes",
"anticipates", "expects", or "plans to" as well as other statements
which are not historical fact, are forward looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995.
These forward looking statements include, but are not limited to
statements about: (1) any competitive advantage we may have as a
result of our installed base of electrosurgical generators in the
field of neurosurgery; (2) our  belief that our products exceed
industry standards or favorably compete with other companies' new
technological advancements; and (3) the anticipated success of
certain recently introduced products or products scheduled to be
released in the near future for use in neurosurgery, other surgical
disciplines, and the dental market. These statements are based on
assumptions that we believe are reasonable, but a number of factors
could cause our actual results to differ materially from those
expressed or implied by these statements. The Company does not
intend to update these forward looking statements.  Investors are
advised to review the "Additional Cautionary Statements" section
below for more information about risks that could affect the
financial results of Valley Forge.

ADDITIONAL CAUTIONARY STATEMENTS

Competition and Risk of Obsolescence from Technological Advances

        The markets in which Valley Forge's products compete are
characterized by continuing technical innovation and increasing
competition.  Some surgical procedures which utilize or could
utilize our  products could potentially be replaced or reduced in
importance by alternative medical procedures or new drugs which may
adversely affect our business.

Product Acceptance and New Products

        Valley Forge's growth depends in part on the acceptance of
our products in the marketplace, the market penetration achieved by
the companies which we have contracted with, and rely on, to
distribute our products, and our ability to introduce new and
innovative products that meet the needs of medical professionals.
There can be no  assurance that we will be able to continue to
introduce new and innovative products or that the products Valley
Forge introduces, or has introduced, will be widely accepted by the
marketplace, or that companies which Valley Forge has contracted to
distribute our products will continue to achieve market penetration
in the field of neurosurgery and achieve market penetration in the
surgical disciplines and markets outside of neurosurgery.  Our
failure to continue to introduce new products or gain wide spread
acceptance of our products would adversely affect our operations.

                                      -7-

<PAGE  8>

Government Regulation

        The process of obtaining and maintaining required regulatory
approvals is lengthy, expensive and uncertain.  Although we have not
experienced any substantial regulatory delays to date, there is no
assurance that delays will not occur in the future, which could have
a significant adverse effect on our ability to introduce new
products on a timely basis.  Regulatory agencies periodically
inspect Valley Forge's manufacturing facilities to ascertain
compliance with "good manufacturing practices" and can subject
approved products to additional testing and surveillance programs.
Failure to comply with applicable  regulatory requirements can,
among other things, result in fines, suspensions of regulatory
approvals, product recalls, operating restrictions and criminal
penalties.  While we believe that we are currently in compliance, if
we fail to comply with regulatory requirements, it could have an
adverse effect on the our results of operations and financial
condition.

Uncertainties within the Health Care Markets

        Political, economic and regulatory influences are subjecting
the health care industry in the United States to rapid, continuing
and fundamental change.  Although Congress has not passed
comprehensive health care reform legislation to date, it is believed
that Congress, state legislatures and the private sector will
continue to review and assess alternative health care delivery and
payment systems.  Responding to increased costs and to pressure from
the government and from insurance companies to reduce patient
charges, health care providers have demanded, and in many cases
received, reduced prices on medical devices and instrumentation.
These customers are expected to continue to demand lower prices in
the future.  Valley Forge cannot predict what impact the adoption of
any federal or state health care reform measures, private sector
reform or market forces may have on our business.  However, pricing
pressure is expected to continue to adversely affect profit margins.

Product Liability Risk

        Valley Forge's products involve a risk of product liability.
 Although we maintain product liability insurance at coverage levels
which we believe are adequate, there is no assurance that, if we
were to incur substantial liability for product liability claims,
insurance would provide adequate coverage against such liability.

                                      -8-

<PAGE  9>


PART II. OTHER INFORMATION

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------
        At the Annual Meeting of Shareholders held on June 30, 1999,
the following matters were adopted by the margins indicated:

     1.      The following directors were elected for a one year
             term until their successors are duly elected and
             qualifies:

             Jerry L. Malis:          FOR 6,377,088; AGAINST 277,486; Abstain 0
             Thomas J. Gilloway       FOR 6,377,088; AGAINST 277,486; Abstain 0
             Leonard I. Malis         FOR 6,376,588; AGAINST 277,986; Abstain 0
             Bruce L. Murray          FOR 6,376,888; AGAINST 277,686; Abstain 0
             Bernard H. Shuman        FOR 6,376,588; AGAINST 277,986; Abstain 0
             Robert H. Dick           FOR 6,377,088; AGAINST 277,486; Abstain 0

     2.      To amend the Company's Articles of Incorporation to increase the
             number of authorized shares of the Company's common stock, no par
             value, from 10,000,000 shares to 20,000,000 shares.

                FOR              6,392,104
                AGAINST            209,570
                ABSTAIN             52,900

ITEM 5.         DEADLINE FOR SUBMISSION OF STOCKHOLDER PROPOSALS

        The deadline for submission of stockholder proposals
pursuant to Rule 14a-18 under the Securities Exchange Act of 1934,
as amended ("Rule 14a-8"), for inclusion in the Company's proxy
statement for its 2000 Annual Meeting of Stockholders is September
30, 1999.  After December 14, 1999, notice to the Company of a
stockholder proposal submitted otherwise than pursuant to Rule 14a-8
will be considered untimely, and the person named in proxies
solicited by the Board of Directors of the Company for its 2000
Annual Meeting of Stockholders may exercise discretionary authority
voting power with respect to any such proposal as to which the
Company does not receive timely notice.

ITEM 6. EXHIBITS AND REPORTS OF FORM 8-K

        (A)  EXHIBITS

                None

        (B) CURRENT REPORTS ON FORM 8-K

        Form 8-K, dated May 13, 1999, listing Item 5 - Other Events,
        regarding the news release that Board of Directors had
        authorized the repurchase of up to 200,000 of the Company's
        shares of common stock, no par value.

                                      -9-

<PAGE  10>

                    VALLEY FORGE SCIENTIFIC CORP.

                              SIGNATURES


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




                                 VALLEY FORGE SCIENTIFIC CORP.


Date:   August 9,  1999          By:  /s/ Jerry L. Malis
                                      --------------------
                                      Jerry L. Malis, President
                                     (principal financial officer)






                                      -10-