FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

          [ 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

                                       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 33-19583

                            ZEVEX INTERNATIONAL, INC.
               (Exact name of registrant as specified in charter)

          DELAWARE                                  87-0462807
 (State or other jurisdiction of                (I.R.S. Employer
 incorporation or organization)                 Identification No.)

                      4314 ZEVEX Park Lane, Salt Lake City,
                        Utah 84123 (Address of principal
                         executive offices and zip code)

                                 (801) 264-1001
              (Registrant's telephone number, including area code)

                                 NOT APPLICABLE
(Former name, former address, and former fiscal year, if changed since
last report)

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

                APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                   PROCEEDINGS DURING THE PRECEDING FIVE YEARS

Indicate  by check mark  whether  the  registrant  has filed all  documents  and
reports  required  to be filed by  Sections  12,  13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.
Yes  [   ]    No  [   ]    Not Applicable  [ X ]
                      APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common  stock,  as of the latest  practicable  date.  As of July 15,  1998,  the
Company had outstanding  3,420,326  shares of common stock, par value $0.001 per
share.

<PAGE>







                                     PART I

                              FINANCIAL INFORMATION

-------------------------------------------------------------------------------

               ITEM 1. FINANCIAL STATEMENTS REQUIRED BY FORM 10-Q
-------------------------------------------------------------------------------

ZEVEX International,  Inc. (the "Company"), files herewith balance sheets of the
Company as of June 30, 1999, and December 31, 1998,  and the related  statements
of  operations  and cash  flows  for the  respective  three  month and six month
periods  ended  June  30,  1999  and  1998.  In the  opinion  of  the  Company's
management,  the financial statements reflect all adjustments,  all of which are
normal  recurring  adjustments,   necessary  to  fairly  present  the  financial
condition  of the Company  for the  interim  periods  presented.  The  financial
statements  included in this  report on Form 10-Q should be read in  conjunction
with the audited  financial  statements  of the  Company  and the notes  thereto
included  in the  annual  report of the  Company on Form 10-K for the year ended
December 31, 1998.


<PAGE>









                            ZEVEX INTERNATIONAL, INC.
                           CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
<S>                                                   <C>                <C>                             <C>


                                                                            June 30                       Dec. 31

                                                                             1999                          1998
                                                                          (unaudited)
                                                       ASSETS
Current assets:
              Cash and cash equivalents                                     $ 2,517,136                   $ 7,960,511
              Restricted cash for sinking
                 fund payment on IDB                                             35,292                       182,049
              Accounts receivable                                             4,501,957                     3,435,181
              Inventories                                                     5,742,421                     5,574,394
              Marketable securities                                             956,517                     1,598,032
              Deferred income taxes                                             181,648                       249,251
              Prepaid expenses
                                                                                 59,350                        65,561
                              Total current assets                           13,994,321                    19,064,979

              Property and equipment, net                                     5,548,552                     5,505,643
              Patents and trademarks, net                                       137,490                       139,792
              Goodwill, net                                                   8,700,729                     8,998,006
              Other assets
                                                                                 17,270                        52,559
                                                                           $ 28,398,362                  $ 33,760,979

                                         LIABILITIES & STOCKHOLDERS' EQUITY
Current liabilities:
              Accounts payable                                              $ 1,176,955                   $ 1,076,110
              Other accrued expenses                                            678,298                       684,952
              Income taxes payable                                              252,138                        50,891
              Bank lines of credit                                              149,000                       541,993
              Current portion of long-term debt
                                                                               361,761                      5,042,000
                              Total current liabilities                       2,618,152                     7,395,946

             Deferred income taxes                                              98,128                         97,228
             Industrial development bond                                     1,700,000                      1,800,000
             Convertible debt, long-term                                     4,350,000                      4,350,000
             Other long-term liabilities                                            --                          3,270

Stockholders' equity:
              Common stock, $.001 par value: authorized
              10,000,000  shares, issued 3,420,326 and 3,418,876
                   respectively for June 1999 and Dec. 1998                       3,420                         3,419
              Additional paid in capital                                     16,211,967                    17,381,793
              Less: Treasury stock                                             (50,790)                      (50,790)
              Unrealized loss on  marketable securities, net                   (53,700)                     (147,309)
              Retained earnings
                                                                              3,521,185                     2,927,422

                              Total stockholders' equity                     19,632,082                    20,114,535
                                                                           $ 28,398,362                  $ 33,760,979
</TABLE>

See accompanying notes.


<PAGE>


                                                      ZEVEX INTERNATIONAL, INC.
                                                       STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
<S>                             <C>              <C>       <C>                     <C>                 <C>   <C>



                                                    Three months ended                                    Six months ended
                                                          June 30,                                             June 30,



                                             1999                   1998                     1999                       1998
                                      -------------------     -----------------       -------------------       --------------------
                                         (unaudited)            (unaudited)              (unaudited)                (unaudited)


Revenue:
   Product sales                          $  5,079,335           $  2,765,873              $  9,377,562               $  4,904,424
   Engineering services                        402,069                333,480                   765,295                    382,640
                                      -----------------     ------------------       -------------------       --------------------
Total revenue                                5,481,404              3,099,353                10,142,857                  5,287,064
Cost of sales                                2,991,430              1,582,604                 5,378,537                  2,860,027
                                      -----------------     ------------------       -------------------       --------------------
Gross profit                                 2,489,974              1,516,749                 4,764,320                  2,427,037

Operating expenses:
  General and administrative                 1,028,428                750,695                 2,073,380                   1,283,022
  Selling and marketing                        579,292                294,472                 1,107,735                    592,689
  Goodwill Amortization                        154,206                     --                   308,412                         --
  Research and development                     169,683                 51,890                   298,745                    155,974
                                      -----------------     ------------------       -------------------       --------------------

Total operating expenses                     1,931,609              1,097,057                 3,788,272                  2,031,685

Operating income                               558,365                419,692                   976,048                    395,352
Other income (expense):
   Interest income                              33,821                155,850                    88,590                    269,065
   Interest expense                          (115,104)               (27,646)                 (220,134)                   (44,414)
   Unrealized gain on
     marketable securities                          --                 11,718                    87,903                     74,214
                                      -----------------     ------------------       -------------------       --------------------
Income before provision for
   income taxes                                477,082                559,614                   932,407                    694,217

Provision for taxes                          (171,087)              (212,333)                 (338,644)                  (231,928)
                                      -----------------     ------------------       -------------------       --------------------

Net income                                 $   305,995            $   347,281               $   593,763                $   462,289
                                      =================     ==================       ===================       ====================

Basic net income per share                  $      .09             $      .11                $      .17                 $      .14
                                      =================     ==================
                                                                                     ===================       ====================
Weighted average shares
   outstanding                               3,413,371              3,297,688                 3,412,777                  3,289,312
                                      =================     ==================
                                                                                     ===================       ====================

Diluted net income per share                       .09                    .10                       .17                        .13
                                      =================     ==================
                                                                                     ===================       ====================
Diluted weighted average shares
   outstanding                               3,430,125              3,654,132                 3,439,283                  3,652,666
                                      =================     ==================       ===================       ====================

</TABLE>



<PAGE>




                            ZEVEX INTERNATIONAL, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS


<TABLE>
<CAPTION>
<S>                                                             <C>      <C>           <C>

                                                                          Six months ended
                                                                             June 30,
                                                                       1999                 1998
                                                                   ---------------     ---------------
                                                                    (unaudited)         (unaudited)
Cash flows from operating activities
Net income                                                             $  593,763          $  462,289

Adjustments to reconcile  net income to net cash (used in) Provided by operating
   activities:
      Depreciation and amortization                                       665,078             220,386
      Benefit for deferred income taxes                                    68,503              20,203
      Unrealized gain (loss) on marketable securities                      93,609            (74,214)
      Changes in operating assets and liabilities:
         (Decrease)  increase  in  restricted  cash  for  sinking
fund                   payment on industrial development bond             146,757            (52,261)
         (Increase) in accounts receivable                            (1,066,776)           (543,307)
         (Increase) in inventories                                      (168,027)           (345,686)
         Decrease (increase) in marketable securities                     641,515           (264,140)
         Decrease in prepaid expenses                                       6,211              17,352
         Decrease in other assets                                          35,289                  --
         Increase (decrease) in accounts payable                          100,845            (69,858)
         Increase (decrease) in accrued liabilities                       (9,924)             (2,865)
         Increase (decrease) in income taxes payable                      201,247           (269,864)
                                                                   ---------------     ---------------
Net cash (used in) provided by operating activities                     1,308,090           (901,965)
Cash flows from investing activities
Purchase of property and equipment                                      (406,138)           (925,951)
Additions to patents and trademarks                                       (2,270)            (12,684)
                                                                   ---------------     ---------------
Net cash used in investing activities                                   (408,408)           (938,635)
Cash flows from financing activities
Repurchase of common stock warrants                                   (1,175,000)                  --
Payment on debt of business acquisitions                              (4,680,239)
Proceeds from exercise of stock options                                     5,175              13,410
Proceeds from exercise of warrants                                             --             105,000
Purchase of treasury stock                                                     --            (50,790)
Repayment/proceeds on bank line of credit                               (392,993)                  --
Repayment of industrial development bond                                (100,000)           (100,000)
                                                                   ---------------     ---------------
Net cash (used in) provided by financing activities                   (6,343,057)            (32,380)
                                                                   ---------------     ---------------
Net decrease in cash and cash equivalents                             (5,443,375)         (1,872,980)
Cash and cash equivalents at beginning of period                        7,960,511           2,260,426
                                                                   ---------------     ---------------
Cash and cash equivalents at end of period                            $ 2,517,136           $ 387,446
                                                                   ===============     ===============


</TABLE>


<PAGE>





                            ZEVEX INTERNATIONAL, INC.

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

                                  June 30, 1999


1.  Summary of Significant Accounting Policies

Description of Organization and Business

The Company was  incorporated  under the laws of the State of Nevada on December
30, 1987. The Company was originally incorporated as Downey Industries, Inc. and
changed its name to ZEVEX  International,  Inc. on August 15, 1988.  In November
1997 the Company  reincorporated  into  Delaware.  During  1998,  the  Company's
operations consisted of the business of its wholly-owned subsidiary, ZEVEX, Inc.
In December 1998, the Company acquired an additional  product line and completed
the  acquisition of two additional  subsidiaries,  Aborn  Electronics,  Inc. and
JTech  Medical  Industries,  Inc.  The Company and its  subsidiaries  design and
manufacture  advanced  medical  devices,   including  surgical  systems,  device
components,  and sensors for medical and industrial  technology  companies.  The
Company and its  subsidiaries  also  design,  manufacture,  and market their own
medical  devices  using  proprietary  technologies.  The  Company's  design  and
manufacturing  service  customers are primarily  medical  technology  companies,
which sell the Company's systems and devices under private labels or incorporate
the Company's devices into their products.

Principles of Consolidation

The  consolidated  balance sheet at June 30, 1999 and December 31, 1998 includes
the  accounts  of  ZEVEX  International,  Inc.  (Company)  and its  wholly-owned
operating subsidiaries,  ZEVEX, Inc., Aborn Electronics, Inc., and JTech Medical
Industries,  Inc. The consolidated  statement of operations excludes the results
of Aborn and JTech  for June 30,  1998,  because  these  two  acquisitions  were
consummated   effective  as  of  December  31,  1998.  At  June  30,  1998,  the
consolidated  financial  statements include the accounts of ZEVEX International,
Inc.  (Company)  and its  wholly-owned  operating  subsidiary  ZEVEX,  Inc.  All
significant  intercompany  balances and  transactions  have been  eliminated  in
consolidation.

Basis of Presentation

The  accompanying  financial  statements  have been prepared in accordance  with
generally accepted accounting  principles for interim financial  information and
with the  instructions  to Form 10-Q of  Regulation  S-X.  Accordingly,  certain
information and footnote  disclosures  normally  included in complete  financial
statements have been condensed or omitted.  These financial statements should be
read in conjunction with the financial statements and footnotes thereto included
in the Company's 1998 Annual Report on SEC Form 10-K.

In the  opinion  of  management,  all  adjustments  (consisting  of  normal  and
recurring  adjustments)  considered  necessary for a fair presentation have been
included.  The results of operations  for interim  periods are not indicative of
the results of operations to be expected for a full year.




2.  Bank Line of Credit

The Company renewed its line of credit arrangement with a financial  institution
for $5  million.  The  line  matures  on May 31,  2000.  The line of  credit  is
collateralized  by accounts  receivable  and inventory and bears interest at the
prime rate, 7.75% at June 30, 1999 and December 31, 1998. The Company's  balance
on its line of credit was $149,000 at June 30, 1999 and $441,993 at December 31,
1998.  Under  the line of credit  agreement,  the  Company  is  restricted  from
declaring cash  dividends.  In addition,  the Company's line of credit  contains
certain financial covenants.  As of June 30, 1999, the Company was in compliance
with these financial covenants.

In  addition,  JTech  had a line of  credit  with a  financial  institution  for
$150,000.  The line bore  interest  at the prime rate plus 1% (8.75% at December
31, 1998) that matured on March 15, 1999 and was not renewed.  The balance under
this line of credit was $100,000 at December  31,  1998.  The line of credit was
collateralized  by all of the assets of JTech and contained  certain  covenants.
JTech was in compliance with the debt covenants at December 31, 1998.

3.  Repurchase of Common Stock

On June 14, 1999,  the Company  repurchased  470,0000  outstanding  Common Stock
Warrants for  $1,175,000.  On February 4, 1998,  the Company  repurchased  6,700
shares of outstanding Common Stock for $50,790. The Company anticipates that all
the shares will be contributed to the Employees' Stock Ownership Plan.

4.  Related Party Transactions

On December 31, 1998,  the Company  acquired  JTech pursuant to a Stock Purchase
Agreement among the Company and the four shareholders of JTech (the "JTech Stock
Purchase").  Leonard C. Smith, one of the selling JTech  shareholders,  received
$1,257,900  in cash and a  convertible  debenture in  connection  with the JTech
Stock  Purchase.  The  convertible   debenture,   in  the  principal  amount  of
$1,290,000,  is due January 6, 2002 and is  convertible  at Mr.  Smith's  option
during the period from January 6, 2000 to January 6, 2002 at $11 per share.

JTech also entered into an  Employment  Agreement  with Leonard C. Smith,  dated
December 31, 1998, which provides that Mr. Smith serve as President of JTech for
three  years at a salary  of  $100,000  per  year.  Pursuant  to the  employment
agreement,  Mr. Smith also  received an option to purchase  40,000 shares of the
Company's  common  stock,  vesting  over four  years,  at $4.875 per share,  the
closing  price of such stock on Nasdaq on the date of the JTech Stock  Purchase.
Mr. Smith was appointed to fill a vacancy on the  Company's  Board of Directors,
effective  April 26, 1999. Mr. Smith's term on the Board will expire at the 2001
annual meeting of shareholders.

On April 15, 1997, the Company entered into a consulting  agreement with another
company owned by certain  stockholders to provide  services related to strategic
planning, public relations,  financing and potential acquisition of new products
or companies. Under the consulting agreement, the Company paid an initial fee of
$50,000, and pay $10,000 per month for two years. The agreement expired in April
1999.  In addition,  these certain  stockholders  have the right to nominate one
director to the Company's Board of Directors. The certain stockholders exercised
this right  with its  nomination  of Kirk  Blosch in June  1998.  Mr.  Blosch is
serving a 3-year term as a director, which term expires at the annual meeting of
shareholders in June 2002.

5.       Comprehensive Income

Effective January 1, 1998, the Company adopted Statement of Financial Accounting
Standards  ("SFAS")  No. 130,  "Reporting  Comprehensive  Income".  SFAS No. 130
requires that all items recognized  under accounting  standards as components of
comprehensive  income be  reported  in an  annual  financial  statement  that is
displayed with the same prominence as other annual  financial  statements.  This
statement  also requires that an entity  classify  items of other  comprehensive
income by their nature in an annual  financial  statement.  Other  comprehensive
income may include  foreign  currency  translation  adjustments,  and unrealized
gains and losses on marketable securities classified as available-for-sale.  For
the six months  ending  June 30,  1999,  SFAS No. 130 would  have  required  the
Company to show comprehensive  income of $93,609 (net of tax effect) higher than
net income reported on the Company's financial statements.

6. Inventories

Inventories consist of the following at June 30, 1999 and December 31, 1998:

<TABLE>
<CAPTION>
<S>                                                   <C>                   <C>

                                                          June 1999         December 1998
                                                      ---------------------------------------

Materials                                                $    2,798,940     $    3,156,276
Work in Progress                                              2,203,982          1,831,112
Finished goods, including completed subassemblies
                                                                739,499            587,006
                                                      =======================================
                                                         $    5,742,421     $    5,574,394
                                                      =======================================
</TABLE>


7. Net Income Per Common Share

Basic net income per common share is  calculated  by dividing net income for the
period  by  the   weighted-average   number  of  the  Company's   common  shares
outstanding.

Diluted net income per common share  includes the dilutive  effect of options in
the  weighted-average  number of the  Company's  common  shares  outstanding  as
calculated using the treasury stock method.



<PAGE>


-------------------------------------------------------------------------------

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

Results of Operations

The Company's  revenues for the second  quarter of 1999 increased to $5,481,404,
from $3,099,353 for the second quarter of 1998, an increase of approximately 77%
for the three  months  ended  June 30,  1999.  For the first six months of 1999,
revenues  increased 92% to $10,142,857  from $5,287,064 for the six months ended
1998.  During the first six months of 1999, 14% of total revenues  resulted from
sales to one customer,  who was not a major customer in 1998, compared to 57% of
total  revenues  for the  first  three  months  of  1998,  from  sales  to three
customers.  Sales of the Company's  proprietary  enteral  feeding  products line
accounted for  approximately 32% of the total revenues for the second quarter of
1999,  compared to 14% for the second  quarter of 1998.  Sales of the  Company's
proprietary  JTech product line,  accounted for  approximately  13% of the total
revenues  for the second  quarter of 1999.  Fifty-six  percent of the  Company's
revenues in the second quarter 1999 were products,  which are  manufactured  for
and sold to OEM customers,  who market the final product.  Fifty-one  percent of
the first six months  revenues were sold to OEM customers,  who market the final
product.  The  Company's  manufacturing  revenue  growth  depends upon growth in
demand for systems,  devices and instruments  manufactured by ZEVEX, and ZEVEX's
ability to acquire  additional  manufacturing  service  contracts  from  medical
technology  companies.  ZEVEX's contract  manufacturing  customers have complete
control over the  marketing and sales of products  that ZEVEX  manufactures  for
them.  ZEVEX  has  no  ability  to  increase  demand  for  instruments  that  it
manufactures  for its  contract-manufacturing  customers.  No assurances  can be
given that orders from any customer will increase or remain at current levels or
that they will not decline.

The Company's gross profit as a percentage of revenues was approximately 45% for
the three months ended June 30, 1999, as compared to 49% for 1998. Gross profits
for six months  were 47% for 1999 and 46% for 1998.  Management  attributes  the
decrease in the second quarter mainly to lower margin  engineering  services and
instrument proto-type manufacturing.  Management attributes the increase for the
six-month  period  to  an  increase  in  revenues   relating  to  the  Company's
proprietary products.

Selling, general and administrative expenses for the three months ended June 30,
1999, increased $562,553, from $1,045,167 in 1998 to $1,607,720 in 1999. For six
months  ended June 30,  1999,  selling,  general  and  administrative  increased
$1,305,404  from  $1,875,711 in 1998 to $3,181,115 in 1999.  Increased  expenses
resulted from the Company's continuing growth, which has resulted primarily from
the acquisitions of JTech and Aborn. An expanded sales and marketing effort also
increased staffing,  travel,  advertising and administrative expenses related to
the enteral feeding and JTech product lines. The Company also had an increase in
expenses related to employees,  such as insurance,  taxes, and pension benefits.
The  Company  believes  that  general and  administrative  expenses in 1999 will
continue at  approximately  the same  percentage of sales as in the previous two
years.

Research and development  expenses vary from quarter to quarter depending on the
number and nature of pending research and development projects and their various
stages of  completion.  For the three months  ended June 30, 1999,  research and
development expenses were $169,683,  compared to $51,890 in 1998. For six months
ended June 30, 1999, research and development  expenses were $298,745,  compared
to $155,974  for 1998.  Significant  fluctuations  experienced  in research  and
development are due to the timing of the Company's research  projects.  Expenses
incurred  during the second  quarter were for the continued  development  of new
applications of the Company's  ultrasound  technology and proprietary  products.
Management  believes  investing  in  research  and  development  will  serve the
Company's  future  well,  and  intends  to  continue  this  investment  for  the
foreseeable  future.   Research  and  development   expenses  will  continue  at
approximately the same percentage as in the previous two years.

Net income decreased to $305,995,  approximately 5.6% of revenues, for the three
months ended June 30, 1999, from $347,281,  approximately 11.2% of revenues,  in
1998. Net income for six months ended June 30, 1999, increased to $593,763, 5.9%
of revenues,  from $462,289,  8.7% of 1998 revenues.  The increase in net income
for the six months  ending June 30, 1999,  as compared to the six months  ending
June 30,  1998,  is  principally  due to  increased  revenues  generated  by the
Company.

As of June 30, 1999, the Company's backlog of customer orders was $5,645,000, as
compared to $5,696,000 on June 30, 1998. Management estimates that approximately
80% of the backlog will ship before December 31, 1998.


Liquidity and Capital Resources

During the three months and six months ended June 30, 1999, the Company produced
$305,995  and $593,763 in net income  respectively  from  operating  activities,
compared to net incomes of $347,281 and  $462,289,  respectively,  for the three
months and six months ended June 30, 1998.  Cash decreased by $5,443,375 for the
six months  ending June 30, 1999,  as the Company made payments on debt incurred
with  business  acquisitions  and the  repurchase  of common stock  warrants and
continued to fund an increase in accounts receivable and inventories, as well as
purchases related to property, plant and equipment.

The  Company's  investment in property,  patents from new research,  production,
test  equipment and tooling was $406,138 for the six months ended June 30, 1999,
compared to $925,951 in 1998.  Total  expenditures  for equipment were primarily
due to upgrading the Company's research,  design and engineering capabilities as
well as normal replacement of engineering and production  equipment and tooling.
The Company  expects to spend  approximately  $100,000 for the remainder of 1999
for additional manufacturing equipment, as well as for normal replacement of old
equipment.  The Company also  anticipates  approximately  $400,000 of additional
research and development expenses during 1998.

The  Company's  working  capital at June 30, 1999 was  $11,376,169,  compared to
$16,967,379 at June 30, 1998.  The decrease in working  capital is primarily due
to the payments on debt related to the acquisitions  completed in December 1998,
as described in the Acquisition  section of the Notes to Consolidated  Financial
Statements  in the  Company's  Annual  Report on SEC Form 10-K.  The  portion of
working  capital  represented by cash at such dates was $2,517,136 and $387,446,
respectively.  The Company  however had in addition to the cash  balance on June
30,  1998,  $10,352,999  in  short  term,  investment  grade,  interest  bearing
investments. The Company uses substantial portions of its cash from time to time
to fund its operations, including increases in inventories,  accounts receivable
and work in process in  connection  with  various  customer  orders,  as well as
acquisitions  of  additional  technologies  and  product  complementary  to  the
Company's  current  technologies  and  products.  The Company  feels its working
capital is sufficient for operations for the next twelve months.

Year 2000 Compliance

Many  existing  computer  programs,  worldwide,  use only the last two digits to
refer to a year.  Such  computer  programs  may not  properly  recognize  a year
beginning with "20" instead of the current "19". If not corrected, many computer
applications  could fail or create  incorrect  results.  This phenomena is often
referred to as the "Year 2000" or "Y2K" problem.  There is  substantial  concern
that  if the  Year  2000  problem  is not  adequately  addressed,  there  may be
widespread problems with computer  applications in all areas of use, potentially
affecting the global economy.

If the Company's  internal systems and products do not correctly  recognize date
information  when the year changes to 2000,  there could be an adverse impact on
the Company's operations.  Additionally,  if the Company's supplier,  customers,
and other parties  experience Y2K  difficulties,  the Company could be adversely
affected.  The Company is  continuing  the process of assessing  and  correcting
potential Year 2000 problems with the Company's operations.

         State of Readiness

With regard to its information systems  (financial,  supply,  inventory,  order,
office support, etc.) the Company has developed and begun implementing a plan to
convert all necessary  systems to be ready for the year 2000.  Approximately 95%
of the  necessary  systems  have  been  determined  to be Y2K  compliant  by the
Company,  or have  been  upgraded  to new  systems  which are  certified  by the
manufacturer  as Year 2000  compliant.  Completion of correction or upgrading of
the remaining necessary systems is expected by October 1, 1999.

With  regard to its  non-information  system  operations,  the Company is in the
process of  reviewing  and  correcting  Y2K  problems  in the  following  areas:
products  currently  manufactured by the Company;  manufacturing and engineering
systems; and building systems. This review is approximately 97% complete and the
Company has been able to correct or plans to correct prior to 2000 each material
Y2K issue identified in the review.

With regard to potential Y2K issues for the Company's major material  suppliers,
the Company is in the process of communicating  with such parties.  Although not
all major suppliers have indicated their Y2K compliance, the Company has not yet
identified  any major supplier that believes it will be unable to operate due to
Y2K  problems  in 2000.  Generally,  the  Company  has  alternative  sources for
supplies in the event a supplier  experiences such  difficulties and the Company
does not presently  anticipate material  difficulties in obtaining materials due
to suppliers' Y2K problems.


With regard to major  customers,  the Company has had  communications  with such
parties and is reviewing  responses  regarding the Companies Y2K compliance.  To
date, the Company has  insufficient  information  from such parties to determine
the potential impact on the Company if such parties experience Y2K difficulties.

With regard to  third-party  utilities  and  services  (for  example,  telephone
electrical, bankcard processing and shipping services), the Company has no plans
to evaluate the Y2K readiness of such providers.

         Cost to Address Y2K Issues

As of August 1, 1999, the Company has spent  approximately  $190,000 in hardware
and  software  expenses to upgrade or correct Y2K  problems  with the  Company's
internal  systems.  The  Company  currently  expects to incur  approximately  an
additional  $10,000 in costs for further upgrades and  corrections.  These costs
include,  however,  costs to upgrade and replace  systems that the Company would
otherwise would have done in the normal course of business.  The estimated costs
are based on  management's  best  projections but there can be no guarantee that
these forecasts will be achieved and actual results could differ materially from
those  anticipated.  Company  management  anticipates  that these  costs will be
funded  through  operating  cash  flows.  The  Company  has not yet been able to
estimate  the  costs it may  incur as a result of its  suppliers  and  customers
experiencing Y2K difficulties.

         Risk of the Company's Y2K Issues

The Company  anticipates  that the material risks related to its information and
non-information  systems will be timely  mitigated by current efforts being made
by the Company to identify and correct internal Y2K problems.  However, there is
no  guarantee  that the Company  will  successfully  identify or correct all Y2K
problems in a timely  manner.  For example,  due to the inherent  limitations of
real-time clock devices and system BIOS in the Company's manufacturing equipment
or building  systems,  continued  review and testing  could  uncover  additional
problems. In some cases, problems may be unforeseen, and occur regardless of the
testing and review that is done.

Other  major  Y2K risks  for the  Company  arise  from the  potential  for major
customers to experience financial or operational difficulties resulting from Y2K
problems.  If such customers  reduce their orders for the Company's  products or
services, the Company's operations could be adversely affected.

Additionally,  a major potential Y2K risk to the Company's operations is service
disruption from third-party providers that supply telephone, electrical, banking
and shipping  services.  Any disruption of these critical  services would hinder
the Company's ability to receive, process and ship orders.

Cautionary Statement for Purposes of "Safe Harbor Provisions" of the Private
Securities Litigation Reform Act of 1995

When used in this report, the words "estimate," "believe," "project" and similar
expressions,  together with other  discussion  of future trends or results,  are
intended to identify  forward-looking  statements  within the meaning of Section
27A of the Securities Act of 1933, as amended (the "Securities Act") and Section
21E of the  Securities  Exchange Act of 1934, as amended (the  "Exchange  Act").
Such statements are subject to certain risks and uncertainties,  including those
discussed below, that could cause actual results to differ materially from those
projected.  These  forward-looking  statements speak only as of the date hereof.
All of these  forward-looking  statements are based on estimates and assumptions
made by management of the Company, which although believed to be reasonable, are
inherently uncertain and difficult to predict.  Therefore, undue reliance should
not be placed upon such  estimates.  There can be no assurance that the benefits
anticipated in these forward-looking  statements will be achieved. The following
important  factors,  among  others,  could  cause the Company not to achieve the
benefits  contemplated  herein,  or  otherwise  cause the  Company's  results of
operations  to be  adversely  affected  in  future  periods:  (i)  continued  or
increased competitive pressures from existing competitors and new entrants; (ii)
unanticipated  costs related to the Company's  growth and operating  strategies;
(iii) loss or retirement of key members of management; (iv) increase in interest
rates of the Company's  cost of borrowing,  or a default under any material debt
agreement;  (vi) prolonged labor disruption;  (viii) deterioration in general of
regional  economic  conditions;  (ix) adverse  state or federal  legislation  or
regulation  that  increases  the cost of  compliance,  or adverse  findings by a
regulator  with  respect  to  existing  operations;  (x) loss of  customers;(xi)
adverse  determinations in connection with pending or future litigation or other
material  claims and judgments  against the Company;  (xii) inability to achieve
future sales; and (xiii) the  unavailability of funds for capital  expenditures.
Many of such factors are beyond the control of the Company.  Please refer to the
Company's  SEC Form 10-K for its  fiscal  year  ended  December  31,  1998,  for
additional cautionary statements.


<PAGE>


                                     PART II


Item 1.  Legal Proceedings - None.
Item 2.  Changes in Securities and Use of Proceeds - None.
Item 3.  Defaults upon Senior Securities - None.
Item 4.  Submission of Matters to a Vote of Security Holders

Matters  submitted at the annual meeting of shareholders held June 2, 1999, were
to obtain the vote of shareholders  to elect Phillip L. McStotts,  Darla R. Gill
and Kirk Blosch as directors of the Company to serve a three-year terms,  ratify
the  appointment by the Board of Directors,  for Ernst & Young,  LLP,  certified
public accountants,  as the independent auditors for the year ended December 31,
1998,  and to approve the Company's 1999 Stock Option Plan. All of these matters
were approved by the shareholders.  For further details see ZEVEX International,
Inc. proxy  statement  filed with the  Securities and Exchange  Commission on or
about April 29, 1999.

Item 5.  Other Information - None.
Item 6.  Exhibits and Reports on Form 8-K - None.



-------------------------------------------------------------------------------

                                   SIGNATURES
-------------------------------------------------------------------------------

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


ZEVEX INTERNATIONAL, INC.


Dated:  August 13, 1999
                                     By   /s/ Dean G. Constantine
                                       Dean G. Constantine, President


                                      By   /s/ Phillip L. McStotts
                                        Phillip L. McStotts, Secretary
                                         (Principal Financial Officer)