SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

         SCHEDULE 13D
          Under the Securities Exchange Act of 1934 (Amendment No. 5)*


                                  BioTime, Inc.

                                (Name of Issuer)

                           Common Shares, no par value

                         (Title of Class of Securities)

                                    09066L105

                                 (CUSIP Number)

                                 Harold D. Waitz
          935 Pardee Street, Berkeley, California 94710; (510) 845-9535

       (Name, Address and Telephone Number of Person Authorized to Receive
                          Notices and Communications)

                                  March 9, 1999

              (Date of Event which Requires Filing this Statement)

If the filing person has previously  filed a statement on Schedule 13G to report
the  acquisition  which is the subject of this  Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f), or 240.13d-1(g), check the
following box [ ].

NOTE:  Schedules  filed in paper format shall include a signed original and five
copies of the schedule,  including all exhibits.  See  ss.240.13d-7(b) for other
parties to whom copies are to be sent.

*The  remainder of this cover page shall be filled out for a reporting  person's
initial filing on this form with respect to the subject class of securities, and
for  any  subsequent   amendment   containing   information  which  would  alter
disclosures provided in a prior cover page.

The information required on the reaminder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the  Securities  Exchange  Act of
1934 ("Act") or otherwise  subject to the liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).

                               Page 1 of 4 Pages




CUSIP No. 09066L105

         1)       Names of Reporting Persons I.R.S. Identification Nos. of Above
                  Persons (entities only)
                           Harold D. Waitz

         2)       Check the Appropriate Box if a Member of a Group 
                  (See Instructions)
                           (a) [ ]
                           (b) [ ]
         3)       SEC Use Only

         4)       Source of Funds (See Instructions)
                           PF; OO

         5)       Check if Disclosure of Legal  Proceedings is Required Pursuant
                  to Items 2(d) or 2(e) [ ]

         6)       Citizenship or Place of Organization
                           U.S.A.

                  7)       Sole Voting Power
Number of                           524,166
Shares
Beneficially      8)       Shared Voting Power
Owned by                   0
Each
Reporting         9)       Sole Dispositive Power
Person With                         524,166

                  10)      Shared Dispositive Power
                                    0

         11)      Aggregate Amount Beneficially Owned by Each Reporting Person
                           524,166

         12)      Check if the Aggregate Amount in Row (11) Excludes Certain 
                  Shares (See Instructions)    [ ]

         13)      Percent of Class Represented by Amount in Row (11)
                           4.8%

         14)      Type of Reporting Person (See Instructions)
                           IN

                               Page 2 of 4 Pages




Item 1.  Security and Issuer

         The class of equity securities to which this schedule relates is Common
Shares,  no par value (the  "Common  Shares"),  of BioTime,  Inc.,  a California
corporation (the "Company").  The Company has its principal executive offices at
935 Pardee Street, Berkeley, California 94710.

         This  schedule  is  being  filed  pursuant  to  Section  13(d)  of  the
Securities  Exchange Act of 1934, as amended (the "Exchange  Act") and the rules
and regulations promulgated thereunder.

Item 2.  Identity and Background

(a)      The name of the person filing this schedule is Harold D. Waitz.

(b) The  business  address of Harold D. Waitz is 935  Pardee  Street,  Berkeley,
California 94710.

(c)      Harold D. Waitz is currently the Vice President of Engineering and 
         Regulatory Affairs of BioTime, Inc., 935 Pardee Street,
         Berkeley, California 94710.

(d)      Harold D. Waitz has not been convicted  during the last five years in a
         criminal   proceeding,   excluding   traffic   violations   or  similar
         misdemeanors.

(e)      Harold D. Waitz has not been a party  during the last five years to any
         civil  proceeding  of a judicial or  administrative  body of  competent
         jurisdiction,  and has not,  as a  result  of such a  proceeding,  been
         subject  to  a  judgment,   decree  or  final  order  enjoining  future
         violations  of, or  prohibiting  or  mandating  activities  subject to,
         federal or state  securities laws or finding any violation with respect
         to such laws.

(f) Harold D. Waitz is a citizen of the United States of America.

Item 3.  Source and Amount of Funds or Other Consideration

         Not Applicable

Item 4.  Purpose of Transaction

         Mr. Waitz beneficially owns less than 5% of the outstanding Common 
         Shares of the Company.


                               Page 3 of 4 Pages



Item 5.  Interest in Securities of the Issuer

         On or about March 9, 1999,  Mr. Waitz ceased to  beneficially  own more
         than 5% of the outstanding Common Shares of the Company.


Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect 
         to Securities of the Issuer

         Not Applicable.


Item 7.  Material to Be Filed as Exhibits

         Not Applicable.

Signature


         After reasonable inquiry and to the best of my knowledge I certify that
the information set forth in the statement is true, complete and correct.


                                                   /s/Harold D. Waitz
Dated: April 6, 1999                        ____________________________________
                                                   Harold D. Waitz


                               Page 4 of 4 Pages