SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                                  FORM 10-C

               Report by Issuer of Securities Quoted on NASDAQ

                         Interdealer Quotation System

                 Filed pursuant to Section 13 or 15(d) of the
               Securities Exchange Act of 1934 and Rule 13a-17
                             or 15d-17 thereunder


                        EASTCO INDUSTRIAL SAFETY CORP.
                (Exact name of issuer as specified in charter)

           130 West 10th Street, Huntington Station, New York 11746
                   (Address of principal executive offices)

Issuer's telephone number, including area code    (516) 427-1802

          I.   CHANGE IN NUMBER OF SHARES OUTSTANDING

     Indicate any change (increase or decrease) of 5% or more in the number of
shares outstanding:

1.   Title of security:  Common Stock $.12 par value
2.   Number of shares outstanding before the change:   7,654,883
3.   Number of shares outstanding after the change:    8,794,883
4.   Effective date of change:     July 9, 1996
5.   Method of change:   Issuance of Shares
         Specify method (such as merger, acquisition, exchange, distribution,
     stock split, reverse split, acquisition of stock for treasury, etc.)
         Give brief description of transaction:
         Issuance of 1,140,000 shares pursuant to a Private Placement Offering


Date:     July 9, 1996                    EASTCO INDUSTRIAL SAFETY CORP.


                                           By: /s/ ANTHONY P. TOWELL
                                               ____________________________
                                                Anthony P. Towell - Secretary