`FORM 10-Q/A



                               (AMENDMENT NO. 1)



                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


(Mark One)

    /X/     QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

                  For the quarterly period ended March 31, 2002

                                       OR

    / /     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

Commission file number 0-24701


                      CATAPULT COMMUNICATIONS CORPORATION

             (Exact name of Registrant as specified in its charter)


          NEVADA                                          77-0086010
(State or other jurisdiction of                         (I.R.S. Employer
incorporation or organization)                        Identification Number)

                             160 SOUTH WHISMAN ROAD
                         MOUNTAIN VIEW, CALIFORNIA 94041

                                 (650) 960-1025

          (Address, including zip code, and telephone number, including
                   area code, of principal executive offices)

     Indicate by check mark whether the registrant (1) has filed all reports 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

     As of July 29, 2002, there were 13,053,650 shares of the Registrant's
Common Stock, $0.001 par value, outstanding.

EXPLANATORY NOTE

     This Form 10-Q/A is being filed by Catapult Communications Corporation, a
Nevada corporation, as an amendment to its Quarterly Report on Form 10-Q for the
quarterly period ended March 31, 2002 to add Part II - Item 4, thereto.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

     The Company held its Annual Meeting of Stockholders on January 22, 2002.
Out of 13,008,490 shares of Common Stock entitled to vote at such meeting, there
were present in person or by proxy 11,524,763 shares. At the Annual Meeting, the
stockholders of Catapult Communications Corporation approved the following
matters:

     (a) The elections of Richard A. Karp, Nancy H. Karp, Henry P. Massey, Jr.,
     John Scandalios and Charles Waggoner, as directors of Catapult
     Communications Corporation for the ensuing year and until their successors
     are elected. The vote for the nominated directors was as follows:

               Richard A. Karp, 10,034,739 votes cast for and 1,490,024 votes
               withheld; Nancy H. Karp, 11,175,586 votes cast for and 349,177
               votes withheld; Henry P. Massey, Jr., 11,161,161 votes cast for
               and 363,602 votes withheld; John Scandalios, 11,213,277 votes
               cast for and 311,486 votes withheld; Charles Waggoner, 11,213,377
               votes cast for and 311,386 votes withheld.

     (b) The ratification of the appointment of PricewaterhouseCoopers LLP as
     independent public accountants of the Company for the fiscal year ending
     September 30, 2002. 11,465,889 votes were cast for and 56,678 votes were
     cast against with 2,196 votes abstaining.

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.

CATAPULT COMMUNICATIONS CORPORATION

   Date:    August 14, 2002           By: /s/ Chris Stephenson
                                      ------------------------
                                      Chris Stephenson
                                      Vice President and Chief Financial Officer
                                      (Principal Financial Officer)

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