FORM 10-QSB

                       SECURITIES AND EXCHANGE COMMISSION 

                             WASHINGTON, D.C.  20549




                   Quarterly Report under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934

                      For the Quarter Ended June 30, 1997


                Commission File Number               000-20175   

                                NYER MEDICAL GROUP, INC           
             (Exact name of registrant as specified in its charter)


                   Florida                                01-0469607  
        (State or other jurisdiction of                (I.R.S. Employer 
        incorporation or organization)                 Identification No.)


           1292 Hammond Street, Bangor, Maine                04401    
        (Address of principal executive offices)          (Zip Code)


                                 (207) 942-5273         
              (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 twelve 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       .

As of August 14, 1997, there were outstanding, 3,407,093 shares of common stock,
par value $.0001 per share.


  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997




                                     INDEX

                                     PART I

                             FINANCIAL INFORMATION


                                                                   Page No.

  Item 1.  Financial Statements:


           Consolidated Balance Sheets as of June 30, 1997 
                and December 31, 1996                                3-4


                Consolidated Statements of Operations, Three Months
                Ended June 30, 1997 and June 30, 1996                 5


           Consolidated Statements of Operations, Six Months
                Ended June 30, 1997 and June 30, 1997                 6


                Consolidated Statements of Cash Flows, Six Months
                    Ended June 30, 1997 and June 30, 1996                7-8


                Notes to Consolidated Financial Statements                 9


  Item 2.  Management's Discussion and Analysis of 
                Second Quarter 1997 Results                            10-13



                          PART II - OTHER INFORMATION

  Item 3.  Other Information                                             13

 
           Signatures                                                    13














  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997
                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS

                                    ASSETS
                                                  (Unaudited)
                                                   June 30,        December 31,
                                                     1997              1996    
  Current assets:

      Cash                                        $5,135,185       $6,392,888
      Accounts receivable, less allowance for
        doubtful accounts of $172,395 at 
        June 30, 1997, and $167,502 at 
        December 31, 1996, respectively            2,761,312        2,629,847
      Inventories, net                             3,303,102        3,161,925
      Prepaid expenses                               164,649          118,577
      Receivable from related company                 28,428           66,242
           Total current assets                   11,392,676       12,369,479

      Property, plant and equipment, at
        cost:         
      Land                                            92,800           92,800
      Building                                       638,624          638,624
      Leasehold improvements                         363,086          290,606
      Machinery and equipment                        222,956           65,120
      Transportation equipment                       249,011          213,006
      Office furniture, fixtures,
          and equipment                              509,861          413,133
  
                                                   2,076,338        1,713,289
      Less accumulated depreciation
        and amortization                            (764,842)        (692,490)

                                                   1,311,496        1,020,799
  Other assets:

      Goodwill and other deferred assets,
        net of accumulated amortization of
        $184,875 and $135,043 at June 30, 
        1997 and December 31, 1996,
        respectively                                 935,575           889,504
      Advances due from related companies             36,259            40,438
      Investment in unconsolidated 
        subsidiary                                 1,692,328         1,608,710
      Other                                          123,771           121,676

         
            Total other assets                     2,787,933         3,751,551

              Total assets                       $15,492,105       $15,255,437

  See accompanying notes to consolidated financial statements.


 FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997


                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

                          CONSOLIDATED BALANCE SHEETS




                     LIABILITIES AND SHAREHOLDERS' EQUITY

                                                  (Unaudited)
                                                   June 30,        December 31,
                                                      1997             1996    
  
  Current liabilities:
      Notes payable due related parties           $  309,100       $  309,372
      Current portion of long-term debt              649,643          324,208
      Accounts payable                             2,504,068        2,315,528
      Accrued payroll and related taxes               48,775          122,622
      Accrued expenses and other liabilities          64,499          239,866
           Total current liabilities               3,576,085        3,311,596

  Long-term debt, net of current portion             405,742        1,246,843

  Minority interest                                  637,010          648,003
  

  Shareholders' equity:
      Class A Preferred stock, par value
        $.0001, Authorized, issued, and
        outstanding: 2000 shares                           1                1
      Common Stock, par value $.0001
        Authorized: 10,000,000 shares;
        issued and outstanding; 3,407,093
        shares at June 30, 1997, and 
        3,400,093 at December 31, 1996                   342              341   
      Additional paid-in capital                  14,496,180       15,315,055
      Stock subscription receivable                 (115,500)        (115,500)
      Accumulated deficit                         (3,507,755)      (3,544,733) 
           Total shareholders' equity             10,873,268       11,935,387

             Total liabilities and 
               shareholders' equity              $15,492,105      $17,141,829


  See accompanying notes to consolidated financial statements.







  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

               CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

                                                           
                                                       Three Months Ended
                                                   June 30,         June 30,
                                                      1997             1996     
          

  Net sales and other revenues                    $9,282,533        $3,824,279  
    

  

  Expenses:
      Cost of goods sold                           7,546,668         3,021,679
      Selling, general and administrative          1,788,849           843,390
                                                   9,335,517         3,865,069
       Operating (loss)                              (52,984)          (40,790)

Other income (expense):
  Equity in loss of unconsolidated
    subsidiary                                      (34,600)
  Interest expense                                  (26,937)           (18,199)
  Interest income                                    46,824           
  Other                                              26,433                    
        Total other income (expense)                 11,720            (18,199)
   
        (Loss) income before
         minority interest                          (41,264)           (58,989)

Minority interest                                    37,197             (1,389)

        Net (loss)                               $   (4,067)        $  (60,378) 

         

        Net (loss) per common share              $     (.02)        $     (.02)





  Weighted average number of common shares
    outstanding                                    3,012,142         2,744,887


  See accompanying notes to consolidated financial statements.




 FORM 10-QSB          NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997


                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

               CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)

                                                           

                                                       Six Months Ended
                                                   June 30,         June 30,
                                                      1997             1996     

 Net sales and other revenues                     $16,098,777       $7,160,362  

     Expenses:
      Cost of goods sold                           12,906,459        5,698,920
      Selling, general and administrative           3,540,676        1,478,998
                                                   16,447,135        7,177,918 
      Operating(loss) income                         (348,358)         (17,556)

Other income (expense):
  Equity in loss of unconsolidated
    subsidiary                                        (69,200)
  Interest expense                                    (43,479)         (33,376)
  Interest income                                      99,175           
  Other                                               104,212                  
        Total other income (expense)                   90,708          (33,376)
   
        (Loss) income before
         minority interest                           (257,650)         (50,932)

Minority interest                                      12,967           (5,830)

        Net (loss)                                 $ (244,683)     $   (56,762) 

        Net loss per common share                  $     (.07)     $      (.02)

  Weighted average number of common shares
    outstanding                                     3,352,971        2,364,932










  See accompanying notes to consolidated financial statements.




 FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997
 
                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES
               CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
                                                    
                                                        Six Months Ended
                                                   June 30,         June 30,
                                                      1997              1996   

  Cash flows from operating activities:
     Net (loss) income                            $ (244,683)       $  (56,762)
     Adjustments to reconcile net loss
     to net cash (used) provided by
     operating activities:
         Loss of unconsolidated 
            subsidiary                                69,638
         Depreciation and amortization                88,041            78,974
         Compensation expense in connection
          with common stock option exercise           71,369
         Minority interest                           (10,993)            5,830
         Changes in certain working capital
            elements                                (341,573)         (494,958)
          Net cash (used) provided by operating
             activities                             (368,201)         (466,916)
  Cash flows from investing activities:
         Acquisition of property, plant and
           equipment                                (329,283)           (7,616)
         Acquisition of subsidiary                                    (420,145)
         Increase in deferred charges                (75,000)
         Net change in advances due form  
            related companies                          6,179             4,461  
         Increase in other assets, net                (7,800)                  
            Net cash used in investing activities   (405,904)         (423,300)
 
  Cash flows from financing activities:
         Repayments of notes payable to a
            related parties                            (272)
              affiliate                                               
         Repayment of notes payable, including
           shareholder                                               (162,000)
         Repayments of long-term debt               (515,667)        (162,739)  
         Proceeds from exercise of stock        
              options                                 32,340
          Net cash provided by 
             financing activities                    483,599        5,315,509


  Net increase (decrease) in cash                  1,257,704        4,425,293

  Cash at beginning of period                      6,392,888          262,099

  Cash at end of period                           $5,135,184       $4,687,392

  See accompanying notes in consolidated financial statements.

  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30,1997
 

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

               CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)



  Supplemental disclosures of cash flow information

                                                         
                                                         
                                                        Six Months Ended

                                                    June 30,        June 30,
  Cash paid during the first six months:              1997             1996   

       Interest                                    $   40,079       $   33,376



  

 






























  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

     1.  The consolidated financial statements included herein have been
         prepared by the Company, without audit, pursuant to the rules and
         regulations of the Securities and Exchange Commission.  Certain
         information and footnote disclosures normally included in financial
         statements prepared in accordance with generally accepted accounting
         principals have been condensed or omitted pursuant to such rules and
         regulations, although the Company believes that the disclosures are
         adequate to make the information presented not to be misleading.  In
         the opinion of management, the amounts shown reflect all adjustments
         necessary to present fairly the financial position and results of
         operations for the periods presented.  All such adjustments are of a
         normal recurring nature.

         Earnings per share of common stock have been determined by dividing
         net earnings by the weighted average number of shares of common stock
         outstanding.  The assumed conversions of existing Common Stock Warrants
         and Class B Treasury Stock have been excluded since they are anti-
         dilutive.
        
         It is suggested that the financial statements be read in conjunction
         with the financial statements and notes thereto included in the
         Company's 10-KSB.


     2. Property, Plant, and Equipment

        Property, plant, and equipment consists of the following:

                                                  (Unaudited)         
                                                   June 30,        December 31,
                                                     1997              1996    
        Land                                      $   92,800       $   92,800
        Building                                     638,624          638,624
        Leasehold improvements                       363,086          290,606
        Machinery and equipment                      222,956           65,120 
        Transportation equipment                     249,011          213,006
        Office furniture, fixtures, and equipment    509,861          413,133
                                                   2,076,338        1,713,289

        Less accumulated depreciation and
          amortization                              (764,842)        (692,490)
                                                  $1,311,496       $1,020,799







  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175        JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

  Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE SECOND QUARTER RESULTS
  
Results of Operations

     Total revenues for the first six months of 1997 increased 125% over the 
first six months of 1996 to approximately $16,098,177, representing an 
increase of $8,938,415.  The main reason for the increase was the purchase
of Eaton Apothecary ("Eaton") in August of 1996.  Eaton added approximately
$8,400,000 in net sales.  Eaton is a nine-store chain of pharmacies.  
Anton Investments ("Anton") and Conway Associates ("Conway") had combined
sales of approximately $4,495,000 or an increase of 4% on net sales of
$4,341,000 for the first six months of 1996. Anton and Conway are
distributors of fire police and rescue equipment and supplies.  The medical
distribution company, ADCO Surgical Supply, ("ADCO"), located in Maine, had
increased sales of approximately $388,000 over the first six months of 1996
or 17%of net sales, to $2,661,000.  ADCO's increase in sales continues to
come from long-term care market.  The medical distribution company, ADCO South
Medical Supplies, ("ADCO South"), located in Southern Florida, had a decrease
of approximately $90,000, or 18.0% of net sales for the first six months 
of 1997, to $506,000 as compared to $ 596,000 for the same period in 1996.
The decrease is due to less capital equipment sales.  

     Net sales and other revenues for the second quarter were $9,252,533
as compared to $3,824,279 for the same period of 1996.  The reason for the
increase in sales is as stated above.
 
     The Company's overall gross profit margin was 20.0% for the first six
months of 1997, as compared to gross margin of 20.4% for the comparable
period in 1996.  Eaton's gross profit margin was 21.3%  Anton and Conway
had a combined gross profit margin of 8.7% as compared to 14.7%.  The margin
was down due to fire truck sales with lower than average gross profit margins.
ADCO's gross margin was 25.2% for the first six months of 1996 and as 
compared to 26.1% for the same period of 1996.  ADCO South's gross margin
was 28.7% for the first six months as compared to 30% for the comparable 
period in 1996.  

     The Company's gross profit margin for the second quarter of 1997
was 18.7% as compared to the second quarter of 1996 of 20.1%.  

     During the first six months of 1997, selling, general, and admin-
istrative expenses increased 2,061,678 to $3,540,676 for an increase of
139% over for the first two quarters of 1997. The main components of
the increase are as follows:  Eaton added selling, general, and
administrative expenses of $1,626,500; Nyer Nutritional Systems, Inc.,
("Nyer Nutritional") added approximately $223,300; and ADCO had an increase
of $111,000.  Eaton overhead is new for the first two quarters of 1997 due 
to being purchased in August of 1996.  ADCO's increases can be attributed to
their sales increase.  

  FORM 10-QSB        NYER MEDICAL GROUP, INC.   000-20175       JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

   MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE SECOND QUARTER RESULTS

Results of Operations: continued,


     During the second quarter of 1997, selling, general and administration
expenses were approximately $1,788,849 as compared to approximately $843,000 for
the same period in 1996.  The reasons for this increase are as stated above.

     Net interest expense as a percentage of sales was .01% in the first six
months of 1997 and 1996, respectively. 
 
     A net loss of ($244,683) occurred in the first six months of 1997, 1.5%
of net sales.  This compares to a net loss of ($56,762) for the first six
months of 1996, or 1.0% of net sales.  The losses in 1997 are a combination
of all of the companies.  The net loss for the first six months of 1997
is the result of the following:  Eaton had a net income of approximately
170,000; Conway Associates had a net loss of ($46,700) as compared to a net
income of $120,000 for the first six months of 1996; Anton experienced a net
loss of ($104,400) as compared to net loss of ($91,090) for the six months
of 1996; ADCO had a net income for the first six months of $10,900 as
compared to a net income of $3,200 for the comparable period 1996; ADCO South
had a net loss of ($11,000) for the first six months of 1996 as compared to a
net loss of ($1,200) for the first six months of 1996; The Company recognized
($69,200) net loss due to their share of ownership in Genetic Vectors as 
compared to a net loss of ($31,500) for the first six months of 1996.  Nyer
Nutritional had a net loss of ($195,200) as compared to $0 for the first
six months of 1996.  Nyer Nutritional began operations in December of 1996.
Nyer Nutritional is still in its start-up phase and sales are expected in the
third quarter of 1997.  Currently, the Company's interest income off-sets the
corporate overhead expenses.  SCBA, Inc.  "SCBA", (this company repairs
breathing apparatus equipment for cities,towns, and fire departments) 
contributed a net income of approximately $13,000.

     The Company expects its gross margin to decrease as a result of the
increase in lower margins for high dollar fire truck sales.  The expected
gross profit dollars will be significantly higher and more than off-set
the lower gross operating margin.  The gross margins at the medical 
distribution companies and the pharmacy chain should stay relatively stable
for 1997 and increasing sales should continue the profitability of these
companies.

     The second quarter of 1996, showed a net loss of ($4,067) as compared to
a net loss of ($60,377) for the same period of 1996.  During the second 
quarter, the Company had interest income of approximately $52,000 as the result
of the cash balance on hand.  The reason for the increase in cash is described
below in the Liquidity and Capital Resources section of this report.


 FORM 10-QSB          NYER MEDICAL GROUP, INC.   000-20175       JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

      MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE SECOND QUARTER RESULTS


Liquidity and Capital Resources

     Business in the first quarter of 1997 continues to be very
competitive.  ADCO continues to focus on its long-term care market
and is pursuing more business with physician groups.  ADCO has 
established a new physician distribution center in Las Vegas, Nevada.
This new location will emphasize pharmaceutical, vaccines, injectables,
as well as traditional medical equipment and supplies.  Sales expected
from this location will be approximately $400,000 for 1997.  ADCO has also
established a government contract sales division for medical equipment
and supplies to various state and federal agencies.  Anticipated sales
from this division should be approximately $200,000.  This division
should generate more revenues in the future as the federal government
requires vendors to transact business via EDI.  ADCO's sales of its
accessibility equipment continues as compliance is being acted on throughout
the State of Maine.  ADCO had record sales for the first six months of 
1997, an increase of 17% over the same period of 1996.    

     Anton, Conway, and SCBA are continuing to look at ways to better utilize
their combined products and service capabilities in order to increase sales
and gross profit dollars in 1997.
        
     Eaton is continuing to look at potential acquisitions to further
enhance its position as the leading independent pharmacy chain in the
greater North Shore area of Massachusetts.  Eaton will also try to 
expand its marketing and sales of home health care products and
accessibility products.  This will continue to enhance its 
reputation as a leading provider of professional pharmacy supplies
and equipment.

     Nyer Nutritional's products are actively being marketed to 
home health care providers and agencies throughout the United
States.  Nyer Nutritional also is working on developing world wide
contracts on its patented nutritional products.  Nyer Nutritional 
is expecting to have sales in the third quarter of 1997.  The Company
announced in July that Nyer Nutritional was awarded a patent by the
government of India.  Nyer Nutritional has been awarded similar patents
in the United States and certain other foreign countries.
 







  FORM 10-QSB        NYER MEDICAL GROUP, INC.   000-20175       JUNE 30, 1997

                   NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

            NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

      MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE SECOND QUARTER RESULTS

  Liquidity and Capital Resources, continued 


     As of June 30, 1997, cash and cash items decreased to $5,135,184, as
compared to $6,392,888 at December 31, 1996.  The Company anticipates at
current cash levels is adequate to fund the operating needs and potential
acquisitions for the foreseeable future.

                                    PART II
  Item 3:  Other information


The Company is still actively seeking to acquire medical related companies.     





   
                                  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.

                                                  NYER MEDICAL GROUP, INC.


     Date:  August 14, 1997                       // Samuel Nyer     
                                                  Samuel Nyer,
                                                  President




     Date:  August 14, 1997                       // Karen L. Wright 
                                                  Karen L. Wright,
                                                  Treasurer
                                                  (Chief Accounting Officer)