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 March 31, 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 May 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        MARCH 31, 1997




                                     INDEX

                                     PART I

                             FINANCIAL INFORMATION


                                                                   Page No.

  Item 1.  Financial Statements:


           Consolidated Balance Sheets, March 31, 1997 
                and December 31, 1996                                3-4


                Consolidated Statements of Operations, Three Months
                Ended March 31, 1997 and March 31, 1996               5


                Consolidated Statements of Cash Flows, Three Months
                 Ended March 31, 1997 and March 31, 1996              6-7


                Notes to Consolidated Financial Statements                 8


  Item 2.  Management's Discussion and Analysis of 
                First Quarter 1997 Results                           9-14



                          PART II - OTHER INFORMATION

  Item 3.  Other Information                                         15

 
           Signatures                                                15















     FORM 10-QSB   NYER MEDICAL GROUP, INC   000-20175    MARCH 31, 1997
          
                  NYER MEDICAL GROUP, INC AND SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEETS
                            
                                  ASSETS
                                         (Unaudited)
                                          March 31,    December 31,
                                              1997         1996
Current assets:
  Cash and cash equivalents              $5,662,453    $ 6,392,888 
  Accounts receivable, less    
    allowance for doubtful accounts
    of $167,502 at March 31, 1997
    and December 31, 1996                 2,555,682      2,629,847
  Inventories, net                        3,200,214      3,161,925
  Prepaid expenses                          122,119        118,577
  Receivables from related parties           21,717         66,242
  
            Total current assets         11,562,185     12,369,479

Property, plant and equipment, at
  cost:         
  Land                                       92,800         92,800
  Building                                  638,624        638,624
  Leasehold improvements                    306,474        290,606
  Machinery and equipment                    65,120         65,120
  Transportation equipment                  219,108        213,006
  Office furniture, fixtures,
    and equipment                           425,490        413,133
  
                                          1,747,616      1,713,289
  Less accumulated depreciation
    and amortization                       (714,692)      (692,490)

                                          1,032,924      1,020,799
Goodwill and other deferred assets,
  net of accumulated amortization of
  $155,946 and $135,043 at March 31, 
  1997 and December 31, 1996,
  respectively                              889,504        910,030
Advances due from related companies          40,438         42,438
Investment in unconsolidated 
  subsidiary                              1,608,710      2,683,112
Other                                       121,676        115,971

                                          2,660,328      3,751,551

            Total assets                $15,255,437    $17,141,829




     See accompanying notes to consolidated financial statements.




     FORM 10-QSB   NYER MEDICAL GROUP, INC   000-20175    MARCH 31, 1997
          
                  NYER MEDICAL GROUP, INC AND SUBSIDIARIES
                        CONSOLIDATED BALANCE SHEETS
                            
                  LIABILITIES AND SHAREHOLDERS' EQUITY

                                         (Unaudited)
                                          March 31,    December 31,
                                              1997         1996

Current liabilities:
  Notes payable due related parties     $   309,372     $  309,372 
  Current portion of long-term debt         212,861        324,208
  Accounts payable                        2,480,030      2,315,528
  Accrued payroll and related taxes          96,464        122,622
  Accrued expenses and other       
    liabilities                              436,979       239,866
  
           Total current liabilities       3,535,706     3,311,596

Long-term debt, net of current
  portion                                    602,598     1,246,843
Minority interest                            626,652       648,003

Shareholders' equity:
  Class A Preferred stock, par value
    $.0001, Authorized, issued and
    outstanding: 2,000 shares                      1             1
  Common stock, par value $.0001
   Authorized: 10,000,000 shares;
    issued and outstanding:
    3,407,093 and 3,400,093 shares
    at March 31,1997 and December
    31, 1996, respectively                       342           341
   Additional paid-in capital             14,150,371    15,314,055
   Stock sale receivable                    (115,500)     (115,500)
   Accumulated deficit                    (3,544,733)   (3,263,510)

     Total shareholders' equity           10,490,481    11,935,387

            Total liabilities and
              shareholders' equity       $15,255,437   $17,141,829



   
                    






     See accompanying notes to consolidated financial statements.




     FORM 10-QSB   NYER MEDICAL GROUP, INC   000-20175    MARCH 31, 1997
          
                  NYER MEDICAL GROUP, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)
        
                                            March 31,    March 31,
                                              1997         1996

Net sales                                 $6,816,244     $3,336,083 

Cost and expenses:
  Cost of goods sold                       5,359,791      2,677,241
  Selling, general, and 
      administrative                       1,751,827        633,128
  Operating expenses-Vectors                                  2,481
                                           7,111,618      3,312,850
                                                       
        Operating(loss) income              (295,374)        23,233
Other income (expense):
  Equity in loss of unconsolidated
    subsidiary                               (34,600)
  Interest expense                           (16,542)       (15,176)
  Interest income                             52,350           
  Other                                       77,779                
        Total other income (expense)          78,987        (15,176)
   
        (Loss) income before
         minority interest                  (216,387)         8,057 

Minority interest                             50,164         (4,441)

        Net (loss) income before
         income taxes                     $ (166,223)    $    3,616

        Provision for income taxes          (115,000)

   Net (loss) income                      $ (281,223)    $    3,616
    
  Loss per common share                   $     (.09)    $      .00

Weighted average number of common
  stock and common stock equivalents 
  outstanding                              3,228,992      2,110,665











     See accompanying notes to consolidated financial statements.


     FORM 10-QSB   NYER MEDICAL GROUP, INC   000-20175    MARCH 31, 1997
          
                  NYER MEDICAL GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS

                                                (Unaudited)
                                          March 31,      March 31,
                                              1997         1996
  Cash flows from operating
      activities:
  Net loss                                $ (281,223)     $    3,616 
  Adjustments to reconcile to net cash
      used in operating activities
  Loss of unconsolidated
      subsidiary                              34,600                
  Depreciation and amortization               51,633          36,963
  Compensation expense in connection
      with common stock option exercise       71,369                
  Minority interest                          (50,164)          4,441 
   Changes in certain working capital
      elements                               146,354        (388,585)
      Net cash flows used in 
           operating activities              (27,401)       (343,565)

Cash flows from investing activities:
  Acquisition of subsidiaries, net of
      cash acquired                                         (420,145)
  Purchase of property, plant and
      equipment                              (34,327)         (6,977)
  Net change in advances due from 
      related companies                        2,000           2,767
  Increase in other assets, net               (5,705)               
      Net cash used in investing
           activities                        (38,032)       (424,355)

Cash flows from financing activities:
  Proceeds from issuance of
      long-term debt                          13,806                
  Payments of long-term debt                (755,592)       (154,571)
  Net (repayments to)proceeds from
      notes due related parties               44,444                 
  Proceeds from issuance of common 
      stock                                                2,872,964
  Proceeds from exercise of stock
      options                                 32,340                 
      Net cash provided by 
           financing activities             (665,002)      2,718,393

Net (decrease) increase in cash 
      and cash equivalents                  (730,435)      1,950,473 
Cash and cash equivalents at
      beginning of period                  6,392,888         262,099
Cash and cash equivalents at
      end of period                       $5,662,453      $2,212,572


     See accompanying notes to consolidated financial statements.

     FORM 10-QSB   NYER MEDICAL GROUP, INC   000-20175    MARCH 31, 1997
          
                  NYER MEDICAL GROUP, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                      (Unaudited)
                      

                                                Three Months Ended
        
                                            March 31,    March 31,
                                              1997         1996

Cash paid during the first three months:
     Interest                               $13,142      $11,386












































                      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. 
   
    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)         
                                                March 31,       December 31,
                                                  1997              1996    

        Land                                   $   92,800       $   92,800
        Building                                  638,624          638,624
        Leasehold improvements                    306,474          290,606
        Machinery and equipment                    65,120           65,120 
        Transportation equipment                  219,108          213,006
        Office furniture, fixtures,
            and equipment                         425,490          413,133
                                                1,747,616        1,713,289

        Less accumulated depreciation and
          amortization                           (714,692)        (692,490)
                                               $1,032,924       $1,020,799












  FORM 10-QSB        NYER MEDICAL GROUP, INC.  000-20175      MARCH 31, 1997

                 NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

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

     Total revenues for the first quarter of 1997 increased 104% over the 
first quarter of 1996 to approximately $6,816,244, representing an 
increase of $3,480,161.  The primary reason for the increase was the 
purchase of Eaton Apothecary ("Eaton") in August of 1996.  Eaton added
approximately $4,000,000 in net sales.  Eaton is a nine-store chain of 
pharmacies.  Anton Investments ("Anton") and Conway Associates ("Conway")
had combined sales of approximately $1,200,000 or a decrease of 36%
of net sales of $1,800,000 in the first quarter of 1996. Anton and
Conway are distributors of fire police and rescue equipment and supplies.
The reason for the decrease in sales is attributed to no fire truck sales
in the first quarter.  The medical distribution company, ADCO Surgical
Supply, ("ADCO"), located in Maine, had increased sales of approximately
$172,700 over the first quarter of 1996 or 15% of net sales, to $1,325,000.
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
$70,500, or 21.0% of net sales for the first quarter of 1997, to $263,100
as compared to the same period in 1995.  The decrease is due to less
capital equipment sales.  

    The Company's overall gross margin was 21.4% for the first quarter
in 1997, as compared to gross margin of 19.7% for the comparable period
in 1996.  The main reason for this increase was no fire truck sales were
recorded for the first quarter of 1997.  Fire trucks and equipment are
sold at lower gross margins.  Their average gross profit margin is between
3-7%.  Eaton's gross margin was 21.1% for the first quarter.  ADCO's gross
margin had a decrease to 25.6% as compared to a gross margin of 25.6% for
the comparable period of 1996.  This decrease continues to be the result of
reduced margins created by the impact of larger consolidated customers using
buying groups which buy at lower prices and the long-term care market.
ADCO South's remained constant at 30% for the first quarter of 1997 and
1996.  

     During the first three months of 1997, selling, general, and admin-
istrative expenses increased 1,118,699 for the first quarter of 1997 from
633,128 for the same comparable period in 1996.  The main components of
the increase are as follows:  Eaton added selling, general, and
administrative expenses of $796,804; Nyer Nutritional Systems, Inc.,
("Nyer Nutritional") added approximately $102,000; and the fire truck
companies, Anton and Conway, had an additional expenses of approximately
$110,000. Conway added new overhead expenses due to being purchased in
mid-February 1996.  ADCO had an increase of approximately $36,000 which
can be attributed to their sales increase.  ADCO South has a slight
decrease which can be attributed to lower sales.




  FORM 10-QSB        NYER MEDICAL GROUP, INC.   000-20175     MARCH 31, 1997

                 NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

     MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FIRST QUARTER RESULTS

  Results of Operations: continued,

    Net interest expense as a percentage of sales was less than 1% in the
first three months of 1997 and 1996, respectively.

     The Company experienced a net loss of ($281,223) for the first quarter
of 1997, or 4.1% of net sales.  This compares to a net income of $3,616
for the first quarter of 1996, or .1% of net sales.  The net loss for
the first quarter of 1997 is the result of the following:  Conway had a net
loss of approximately ($65,000) as compared to a net income for the 
first quarter of 1996 of $43,000; Anton experienced a net loss of ($58,705)
as compared to net loss of approximately ($25,178) for the first quarter
of 1996; Eaton has a net income of $107,355; ADCO had a net income for the
first quarter of $11,160 as compared to a net income of $4,700 for the first
quarter of 1996; ADCO South had a net income of $860 as compared to a net
income of $13,555 for the first quarter of 1996; the Company recognized 
a net loss of ($34,600) from its unconsolidated subsidiary Genetic Vectors
for the first quarter of 1997 as compared to a minimal net loss of ($2,481)
for the first quarter of 1996.  Nyer Nutritional added a loss of ($105,413)
which is attributed to overhead.  Nyer Nutritional is still in its start-
up phase and sales are expected in the third quarter of 1997.

     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.

Liquidity and Capital Resources

     In January 1997, the Company completed its spin-off of
Vector's common stock which resulted in 512,071 shares of common
stock being distributed as a dividend to shareholders of Nyer.
After the completion of the spin-off, Nyer holds 34.6% of the
outstanding common stock of Vectors. This transaction qualifies
as a taxable event, under Internal Revenue Service rules.
Accordingly, the Company has recorded as taxable gain of
approximately $2,500,000, offset by a net operating loss
carryforward, which results in an estimated tax liability of
approximately of $325,000.  Under the Statement of Financial Accounting
Standards No. 109, the difference between the financial statement carrying
value and the cash basis of the stock, which was spun-off, is reflected
in the Statement of Operations as income tax in the amount of $115,000.
Likewise, the difference between the fair market value and the financial
statement carrying value has been reflected as a reduction in equity of
$210,000.

 
  FORM 10-QSB        NYER MEDICAL GROUP, INC.   000-20175     MARCH 31, 1997

                 NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

     MANAGEMENT'S DISCUSSION AND ANALYSIS OF THE FIRST QUARTER RESULTS

  Liquidity and Capital Resources, continued 

     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's sales
of its accessibility equipment continue to increase as compliance
is being acted on throughout the State of Maine.  ADCO South is 
currently looking to hire a local sales representative to actively
solicit business in its local market area.  ADCO South is also
continue to explore entering the high volume incontinence
and glove markets in long-term care facilities in South Florida. 
Anton has enlarged its Scarborough service center to better handle
refurbishing of fire trucks.  Anton, Conway, and SCBA are looking 
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.  The company has
received several trial orders.  Nyer Nutritional is expecting
to have sales in the third quarter of 1997.

     The Company anticipates at current cash levels is adequate
to fund the operating needs and potential acquisitions for the 
foreseeable future.















  FORM 10-QSB        NYER MEDICAL GROUP, INC.   000-20175     MARCH 31, 1997

                 NYER MEDICAL GROUP, INC. AND SUBSIDIARIES

                                  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:  May 14, 1997                          /s/ Samuel Nyer    
                                                  Samuel Nyer,
                                                  President







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

                                



[ARTICLE] 5
[CIK] 0000884647
[NAME] NYER MEDICAL GROUP, INC
<TABLE>
<S>                             <C>
[PERIOD-TYPE]                   3-MOS
[FISCAL-YEAR-END]                          DEC-31-1997
[PERIOD-END]                               MAR-31-1997
[CASH]                                       5,662,453
[SECURITIES]                                         0
[RECEIVABLES]                                2,723,184
[ALLOWANCES]                                   167,502
[INVENTORY]                                  3,200,214
[CURRENT-ASSETS]                            11,562,185
[PP&E]                                       1,747,616
[DEPRECIATION]                                 714,692
[TOTAL-ASSETS]                              15,255,437
[CURRENT-LIABILITIES]                        3,535,706
[BONDS]                                        602,598
[PREFERRED-MANDATORY]                                0
[PREFERRED]                                          1
[COMMON]                                           342
[OTHER-SE]                                  10,490,481
[TOTAL-LIABILITY-AND-EQUITY]                15,255,437
[SALES]                                      6,816,244
[TOTAL-REVENUES]                             6,816,244
[CGS]                                        5,359,791
[TOTAL-COSTS]                                5,359,791
[OTHER-EXPENSES]                             1,606,134
[LOSS-PROVISION]                                     0
[INTEREST-EXPENSE]                              16,542
[INCOME-PRETAX]                              (166,223)
[INCOME-TAX]                                 (115,000)
[INCOME-CONTINUING]                          (281,223)
[DISCONTINUED]                                       0
[EXTRAORDINARY]                                      0
[CHANGES]                                            0
[NET-INCOME]                                 (281,223)
[EPS-PRIMARY]                                    (.08)
[EPS-DILUTED]                                        0
</TABLE>