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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-KSB/A

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

For the Fiscal Year Ended                                        Commission File
      March 31, 1999                                              Number 0-15654

                         TRANSPIRATOR TECHNOLOGIES, INC.
             (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                  <C>
          Delaware                                        22-2789408
(State or other jurisdiction of                        (I.R.S. Employer
incorporation or organization)                         Identification No.)

       850-870 U.S. Highway #1
    North Brunswick, New Jersey                             18902
(Address of principal executive offices)                  (Zip Code)
</TABLE>


Registrant's telephone number, with area code 732-246-5900

Securities registered pursuant to Section 12(b) of the Act:

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<CAPTION>
                                                        Name of each exchange
         Title of each class                             on which registered
         -------------------                            ---------------------
<S>                                                     <C>
                  NONE                                          NONE
</TABLE>

Securities registered pursuant to Section 12(g) of the Act:

                          Common Stock, $0.01 par value
                                (Title of class)

         Indicate by a 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 as 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  / /
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                                   SIGNATURES

     Pursuant to the requirements of Section 13 or 15(d) 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.

                                       TRANSPIRATOR TECHNOLOGIES INC.

Date:  July 20, 1999                   By  /s/ Raymond J. Romano
                                       --------------------------------------
                                       Raymond J. Romano
                                       Chairman and Chief Executive Officer

     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.

/s/ Raymond J. Romano
------------------------------------
Raymond J. Romano
Chairman and Chief Executive Officer
July 20, 1999

/s/ John E. Porcella
--------------------
John E. Porcella
President
July 20, 1999

Directors:

/s/ Raymond Romano
------------------
Raymond Romano
July 20, 1999

/s/ John E. Porcella
--------------------
John E. Porcella
July 20, 1999

/s/ John Signorelli
-------------------
John Signorelli
July 20, 1999