SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB

                 Quarterly Report Under Section 13 or 15 (d) of

                         Securities Exchange Act of 1934

                       for Quarter ended January 31, 2001

                         Commission File Number 0-13301

                               RF INDUSTRIES, LTD.

             (Exact name of registrant as specified in its charter)

                                Nevada 88-0168936

          (State of Incorporation) (I.R.S. Employer Identification No.)

        7610 Miramar Road., Bldg. 6000, San Diego, California 92126-4202

               (Address of principal executive offices) (Zip Code)

                        (858) 549-6340 FAX (858) 549-6345

                (Issuer's telephone number, including area code)
        Securities registered pursuant to Section 12(b) of the Act: None.


Check  whether  the issuer  (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

State the number of shares outstanding of each of the issuer's classes of common
stock at the latest practicable date.

As of January 31, 2001,  the  registrant  had 3,403,054  shares of Common Stock,
$.01 par value, issued and outstanding.

Transitional small business disclosure format

                                    Yes    No X

<PAGE>

PART I.   FINANCIAL INFORMATION

ITEM 1:  FINANCIAL STATEMENTS                              RF INDUSTRIES, LTD.
                                                             AND SUBSIDIARY
                                                         CONDENSED CONSOLIDATED
                                                              BALANCE SHEET

                                                        January 31    October 31
                                                           2001          2000
                                                       ------------  -----------
                                                       (Unaudited)
   ASSETS

CURRENT ASSETS

Cash and cash equivalents ........................     $  212,812     $  557,923

Investments in available-for-sale securities .....      1,714,420      2,208,558

Trade accounts receivable, net of allowance

for doubtful accounts of $42,000 .................        978,670      1,313,935

Notes receivable .................................         12,000         12,000

Inventories ......................................      5,064,567      4,165,242

Other current assets .............................        196,248        174,779

Deferred tax assets ..............................        166,000        166,000
                                                       ----------     ----------
     TOTAL CURRENT ASSETS ........................      8,344,717      8,598,437

PROPERTY AND EQUIPMENT

Furniture and tooling ............................        936,373        733,150
Furniture and office equipment ...................        192,048        190,867
                                                       ----------     ----------
     Fixed assets, at cost .......................      1,128,421        924,017
     Less accumulated depreciation ...............        630,334        605,164
                                                       ----------     ----------
     NET FIXED ASSETS ............................        498,087        318,853

Intangible assets ................................        174,698              0
Less amortization reserve ........................          1,941              0
                                                       ----------     ----------
     NET INTANGIBLE ASSETS .......................        172,757              0

Note receivable from stockholder .................         70,000         70,000
Deferred tax assets ..............................         94,000         94,000
Other assets .....................................         11,471         11,471
                                                       ----------     ----------
     TOTAL ASSETS ................................     $9,191,032     $9,092,761
                                                       ==========     ==========



       See Notes to Condensed Consolidated Unaudited Financial Statements


                                        2

<PAGE>

                                                            RF INDUSTRIES, LTD.
                                                             AND SUBSIDIARY
                                                         CONDENSED CONSOLIDATED
                                                              BALANCE SHEET

                                                        January 31    October 31
                                                           2001          2000
                                                       ------------  -----------
                                                       (Unaudited)
LIABILITIES AND
STOCKHOLDERS' EQUITY
-------------------------
CURRENT LIABILITIES

Accounts payable ...............................    $   213,909     $   403,530

Line of credit and notes payable ...............        167,902               0

Accrued expenses ...............................        383,628         513,186
                                                    -----------     -----------
     TOTAL  LIABILITIES ........................        765,439         916,716
                                                    -----------     -----------

COMMITMENTS AND CONTINGENCIES


STOCKHOLDERS' EQUITY
Common Stock - authorized 10,000,000 shares
  of $.01 par value; 3,403,054 and

 3,402,054, respectively shares issued .........         34,031          34,021

Additional paid-in capital .....................      4,687,712       4,686,161

Retained earnings ..............................      3,914,101       3,668,867

Unearned compensation ..........................        (94,032)       (117,546)

Accumulated other comprehensive loss ...........        (61,651)        (40,890)

Receivables from sale of stock .................         (1,715)         (1,715)

Treasury stock, at cost - 29,400 shares ........        (52,853)        (52,853)
                                                    -----------     -----------

     TOTAL STOCKHOLDERS' EQUITY ................      8,425,593       8,176,045
                                                    -----------     -----------

      TOTAL LIABILITIES &
        STOCKHOLDERS' EQUITY ...................    $ 9,191,032     $ 9,092,761
                                                    ===========     ===========


       See Notes to Condensed Consolidated Unaudited Financial Statements


                                        3

<PAGE>

 ITEM 1:  FINANCIAL STATEMENTS (continued)
                                                           RF INDUSTRIES, LTD.
                                                             AND SUBSIDIARY
                                                        CONDENSED CONSOLIDATED
                                                         STATEMENTS OF INCOME
                                                       AND COMPREHENSIVE INCOME
                                                              (Unaudited)
                                                          Three Months Ended
                                                              January 31
                                                       ------------------------
                                                           2001         2000
                                                       -----------   ----------
INCOME:

Net Sales ..........................................   $ 2,348,601   $ 1,760,526

Cost of Sales ......................................     1,220,164       845,255
                                                        ----------    ----------
  Gross profit .....................................     1,128,437       915,271
                                                        ----------    ----------
Operating expenses:

   Engineering .....................................       115,729        65,481
   Selling and general .............................       651,555       508,726
                                                        ----------    ----------
         Totals ....................................       767,284       574,207
                                                        ----------    ----------
Operating income ...................................       361,153       341,064
                                                        ----------    ----------
Other income:
     Commissions ...................................        18,073             0
     Interest ......................................        31,508        30,559
                                                        ----------    ----------
           Totals ..................................        49,581        30,559
                                                        ----------    ----------

Income before provision for income tax .............       410,734       371,623
Provision for income tax ...........................       165,500       150,000
                                                        ----------    ----------
Net income .........................................    $  245,234    $  221,623
                                                        ==========    ==========

Basic earnings per share ...........................    $     0.07    $     0.07
                                                        ==========    ==========
Diluted earnings per share .........................    $     0.06    $     0.06
                                                        ==========    ==========

Basic weighted average shares outstanding ..........     3,402,554     3,148,648
                                                        ==========    ==========
Diluted weighted average shares outstanding ........     4,027,473     3,707,526
                                                        ==========    ==========
COMPREHENSIVE INCOME:

Net income .........................................    $  245,234    $  221,623

Unrealized loss on available-for-sale securities ...        20,761             0
                                                        ----------    ----------
      Total comprehensive income ...................    $  265,995    $  221,623
                                                        ==========    ==========



       See Notes to Condensed Consolidated Unaudited Financial Statements


                                        4

<PAGE>

ITEM 1:  FINANCIAL STATEMENTS (continued)
<TABLE>
<CAPTION>

                                                                         RF INDUSTRIES, LTD.
                                                                           AND SUBSIDIARY
                                                                       CONDENSED CONSOLIDATED
                                                                      STATEMENTS OF CASH FLOWS
                                                                            (Unaudited)
                                                                         Three Months Ended

                                                                             January 31
                                                                       ------------------------
                                                                          2001           2000
                                                                       ---------      ---------
<S>                                                                   <C>            <C>
OPERATING ACTIVITIES
Net income .......................................................   $   245,234    $   221,623


Adjustments to reconcile net income
to net cash  provided by (used in) operations
     Inventory deposit write-offs ................................        30,294              0
     Depreciation and amortization ...............................        27,111         14,149
     Amortization of unearned compensation .......................        23,514         23,514

     Changes in operating assets and liabilities, net of

       acquisition payment:
          Trade accounts receivable ..............................       381,308         62,895
          Inventories ............................................      (859,369)      (216,061)
          Other assets ...........................................        (6,734)         2,610
          Accounts payable .......................................      (217,607)        93,653
          Accrued expenses .......................................      (129,602)        87,278
                                                                      -----------    -----------
      Net cash provided by (used in) operating activities ........      (505,851)       289,661
                                                                      -----------    -----------
INVESTING ACTIVITIES
      Proceeds from sale of (investment in) securities ...........       473,377        (14,592)
      Capital expenditures .......................................       (16,548)       (48,431)
      Payment for acquisition, net of cash acquired ..............      (147,078)             0
                                                                      -----------    -----------
      Net cash provided by (used in) investing activities ........       309,751        (63,023)
                                                                      -----------    -----------
FINANCING ACTIVITIES
      Payments on loans payable ..................................      (150,572)             0
      Proceeds from exercise of common stock options .............         1,561              0
                                                                      -----------    -----------
      Net cash used in financing activities ......................      (149,011)             0
                                                                      -----------    -----------
     Net  increase in cash
        and cash equivalents .....................................      (345,111)       226,638
     Cash and cash equivalents at the
        beginning of the period ..................................       557,923      1,100,816
                                                                      -----------    -----------
     Cash and cash equivalents at the end of period ..............   $   212,812    $ 1,327,454
                                                                      ===========    ===========
SUPPLEMENTARY CASH FLOW DATA:
     Taxes paid ..................................................   $   255,000              0
 Noncash investing and financing activities:
     Fair value of assets acquired ...............................   $   496,504
     Liabilities assumed .........................................      (207,341)
     Seller financing ............................................      (139,163)
                                                                      -----------
     Cash paid ...................................................   $   150,000
                                                                      ===========
</TABLE>

       See Notes to Condensed Consolidated Unaudited Financial Statements

                                        5

<PAGE>

                       RF INDUSTRIES, LTD. AND SUBSIDIARY
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Note 1 - Unaudited interim financial statements:

         The accompanying  unaudited condensed consolidated financial statements
         have been prepared in accordance with accounting  principles  generally
         accepted  in  the  United  States  of  America  for  interim  financial
         information and with the instructions to Form 10-QSB. Accordingly, they
         do not  include  all of  the  information  and  footnotes  required  by
         accounting  principles  generally  accepted  in the  United  States  of
         America  for  complete   financial   statements.   In  the  opinion  of
         management,  all adjustments  (consisting of normal recurring accruals)
         considered  necessary  for a  fair  presentation  have  been  included.
         Operating  results for the three month  periods  ended January 31, 2001
         are not necessarily  indicative of the results that may be expected for
         the year ending October 31, 2001. The unaudited condensed  consolidated
         financial  statements  should be read in conjunction with the financial
         statements  and  footnotes  thereto  included in the  Company's  annual
         report on Form 10-KSB for the year ended October 31, 2000.

Note 2 - The merger and other matters

         On December 1, 2000, the Company acquired all the outstanding  stock of
         Bioconnect,  Inc.  for a total  consideration  of  $289,163,  of  which
         $89,163 was financed by seller.

         The  acquisition has been accounted for pursuant to the purchase method
         and,  accordingly,  the net assets  acquired were recorded at estimated
         fair values on the date of acquisition.  A summary of the allocation of
         the cost of the acquisitions to the net assets acquired follows:

               Cash .................................   $   2,922
               Accounts receivable ..................      76,337
               Inventory ............................      39,956
               Property and equipment ...............     187,855
               Intangibles and other assets .........     189,434
                                                        ---------
               Total assets acquired ................     496,504
               Accounts payable and other liabilities    (207,341)
                                                        ---------
               Net assets acquired ..................   $ 289,163
                                                        =========

          The condensed  consolidated  financial statements include the accounts
          of RF INDUSTRIES, LTD. (the "Parent") and its wholly-owned subsidiary,
          Bioconnect,  Inc.  (collectively,   the  "Company").  All  significant
          intercompany accounts and


                                        6

<PAGE>

         transactions are eliminated in consolidation.

Note 3 - Components of inventory

                                              January 31   October 31
                                                 2001         2000
                                              ----------   ----------
                                              (Unaudited)   (Audited)

               Raw material and supplies...   $  876,170   $  559,786
               Finished goods .............    4,188,397    3,605,456
                                              ----------   ----------
                TOTAL .....................   $5,064,567   $4,165,242
                                              ==========   ==========

Note 4 - Earnings (loss) per share:

         Effective  October 31,  1998,  the Company  adopted the  provisions  of
         Statement  of  Financial  Accounting  Standards  No. 128,  Earnings per
         Share,  which  requires  the  presentation  of  "basic"  and  "diluted"
         earnings (loss) per common share, as further explained in Note 1 of the
         notes to the audited financial  statements of the Company,  included in
         Form 10-KSB for the fiscal year ended October 31, 2000.

         Basic  earnings  per share is computed by dividing  net earnings by the
         weighted average number of common stock outstanding during the period.

         Diluted  earnings per share is computed by dividing net earnings by the
         weighted  average  number of shares of common  stock  increased  by the
         effects of assuming that other potentially dilutive securities (such as
         stock options) outstanding during the period had been exercised.

Note 5 - Segment Information

         Net sales and income (loss)  before  provision for income taxes for the
         three months ended January 31, 2001 and 2000 follows:

<TABLE>
<CAPTION>

                                                                       Common/
                             Connector      Neulink     Bioconnect    Corporate     Total
                            -----------   ----------   ------------  -----------  ---------
<S>                          <C>           <C>          <C>          <C>        <C>
 2001

------
Net sales ................  $ 2,053,276    $ 245,254    $ 50,071                $ 2,348,601
Income (loss) before
   provision for income
   taxes .................      624,042     (141,294)    (67,328)    $ (4,686)      410,734

 2000

------
Net sales ................  $ 1,614,266    $ 146,260                            $ 1,760,526
Income (loss) before
   provision for income
    taxes ................      434,313      (62,690)                               371,623

</TABLE>

                                        8

<PAGE>

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

This report contains  forward-looking  statements.  These  statements  relate to
future events or the Company's future financial performance.  In some cases, you
can identify  forward-looking  statements by terminology  such as "may," "will,"
"should,"  "except," "plan,"  "anticipate,"  "believe,"  "estimate,"  "predict,"
"potential"  or  "continue,"  the  negative  of such  terms or other  comparable
terminology. These statements are only predictions. Actual events or results may
differ materially.

Although  the  Company   believes  that  the   expectations   reflected  in  the
forward-looking  statements are reasonable,  the Company cannot guarantee future
results, levels of activity, performance or achievements.  Moreover, neither the
Company,  nor any other  person,  assumes  responsibility  for the  accuracy and
completeness  of  the  forward-looking  statements.  The  Company  is  under  no
obligation to update any of the  forward-looking  statements after the filing of
this  Quarterly  Report on Form  10-QSB to  conform  such  statements  to actual
results or to changes in its expectations.

The  following  discussion  should  be read in  conjunction  with the  Company's
financial  statements  and the  related  notes and other  financial  information
appearing  elsewhere  in this Form  10-QSB.  Readers are also urged to carefully
review and consider the various disclosures made by the Company which attempt to
advise  interested  parties of the factors which affect the Company's  business,
including   without   limitation   the   disclosures   made  under  the  caption
"Management's  Discussion  and  Analysis of Financial  Condition  and Results of
Operations,"  under  the  caption  "Risk  Factors,"  and the  audited  financial
statements  and related notes  included in the Company's  Annual Report filed on
Form 10-KSB for the year ended  October  31, 2000 and other  reports and filings
made with the Securities and Exchange Commission.

Liquidity and Capital Resources

Management  believes that cash generated from  operations  will be sufficient to
fund the anticipated growth of the Company in fiscal 2001.  Management  believes
that any financing  requirements  can be met through a  combination  of cash and
investments  held as of January 31,  2001,  internally  generated  cash flow and
advance  payments  from  customers.  The  Company  does not  currently  have any
commercial  banking  arrangements  providing  for loans,  credit  facilities  or
similar matters.

The Company does not believe it will need material  additional capital equipment
in fiscal 2001.  In the past,  the Company has financed  some of its fixed asset
requirements  through capital leases. No additional  capital equiment  purchases
have been currently identified that would require significant additional leasing
or capital  obligations during fiscal 2001.  Management also believes that based
on the  Company's  financial  condition  at January  31,  2001,  the  absence of
outstanding bank debt and recent operating results, the Company would be able to
obtain bank loans to finance its expansion, if necessary,  although there can be
no assurance  any bank loan would be  obtainable,  or if  obtained,  would be on
favorable terms or conditions.

                                        9

<PAGE>

Net cash used in operating  activities for the first three months of fiscal 2001
was $505,851 whereas cash provided by operating activities for the first quarter
ended  January 31, 2000 was  $289,661.  Non cash outlays for  inventory  deposit
write-offs,  depreciation and amortization,  and amortization of unearned income
for the first three months of 2001 were $80,919 compared to $37,664 the previous
year, an increase of $43,255.  Inventories increased $889,663,  and other assets
increased  $6,734  in the  first  quarter  of 2001.  Trade  accounts  receivable
decreased  by  $381,308.  Accounts  payable and accrued  expenses  increased  by
$347,209.

Net cash provided by investing  activities was $309,751 during the first quarter
ended January 31, 2001,  compared to $63,023 used in the previous year.  Current
year investing  activities included capital  expenditures of $16,548 and payment
for acquisition of Bioconnect of $147,078.  Proceeds from sale of securities was
$473,377.

Net cash used in financing  activities  was $149,011 for the first quarter ended
January 31, 2001,  and  consisted of proceeds  from exercise of stock options of
$1,561 and payments on loans payable of $150,572.

As of Janurary  31, 2001 the Company had  $212,812 in cash and cash  equivalents
and  $1,714,420  in  investments,  as  compared  to  $557,923  in cash  and cash
equivalents and $2,208,558 in investments at October 31, 2000.

Three Months 2001 vs. Three Months 2000

Net sales increased 33%, or $588,075, to $2,348,601 from $1,760,526 in the first
three months of fiscal 2001. RF Connectors  sales  increased 27% to  $2,053,276,
compared to $1,614,266 for the same period last year,  due to continuing  strong
order  rates for coax  connectors  and  cable  assemblies.  Sales at RF  Neulink
increased 68% to $245,254  compared to $146,260 last year.  This increase can be
attributed  to  stronger  sales in new  application  areas.  Bioconnect's  first
quarter  sales  were  $50,071.  Cost of sales  increased  44%,  or  $374,909  to
$1,220,164 from $845,255 last year. The increase is due to the increased sales.

Engineering  expenses  increased  $50,248,  or 77%, from $65,481 last year. This
increase can be attributed to added  personnel and expenses  associated with the
expansion of our engineering departments to meet the increased business demands.

Selling  and general  expenses  increased  28% or  $142,829,  to  $651,555  from
$508,726 last year. The increase is due to increased  travel,  advertising,  and
insurance expenses.  As a percent of sales, selling and administrative  expenses
declined to 28% from 29% due to the increase in sales.

Net interest  income  increased  $949 to $31,508 from $30,559 the previous year.
Commissions for the Neulink divisions sales were $18,073. This is the first time
we have earned any income from commissions.

                                       10

<PAGE>

MATERIAL CHANGES IN FINANCIAL CONDITION:

Cash decreased $345,111 to $212,812 compared to the October 31, 2000 fiscal year
balance of $557,923. Cash and investments are $1,927,232 at January 31, 2001.

Trade accounts receivable decreased $335,265, or 26% to $978,670 compared to the
October 31, 2000 balance of  $1,313,935.  This  decrease is due to the continued
collection efforts.

Inventories  increased  $889,663  compared to October 31, 2000 inventory levels.
This increase is in response to the current demand and the  anticipated  backlog
requirements, and includes $37,500 in Bioconnect inventory.

Other  current  assets,  including  prepaid  expenses  and  deposits,  increased
$21,469,  to $196,248,  from $174,779 on October 31, 2000.  This increase is due
the annual invoice for accounting expenses that is expensed throughout the year,
but is invoiced in the first  quarter as a prepaid  expense.  There are also the
added Bioconnect deposits for their building and equipment.

PART II.   OTHER INFORMATION

Item 1.    Legal Proceedings

In August  2000,  the Company was  notified  that the  Securities  and  Exchange
Commission  ("SEC") issued a formal order of investigation to determine  whether
violations of certain  aspects of the federal  securities laws may have occurred
in  connection  with  matters  related  to the  Company.  The  formal  order  of
investigation  indicates  that the SEC is  examining  the  conduct of persons or
entities, including the Company, who may have made improper statements regarding
the  Company's  order  backlog,   manufacturing  and  design  capabilities,  and
ownership  of the  Company's  stock.  The  SEC is  also  examining  whether  the
Company's  filings  with  the  SEC  may  have  contained   improper   statements
concerning, among other things, the Company's financial condition and results of
operations.

The SEC has indicated  that this  investigation  is a  fact-finding  inquiry and
should  not be  construed  as a  conclusion  by the SEC or its  staff  that  any
violation  of law has  occurred  or that  the SEC or its  staff  has a  negative
opinion of any person,  entity or security.  The Company is cooperating with the
SEC in  connection  with  this  investigation  and  its  outcome  cannot  yet be
determined.

Items 2-5       Not applicable

Item 6.   Exhibits and Reports on Form 8-K

         (a)   Exhibits         Description

                  2.1           Agreement of Purchase and Sale of Stock dated as
                                of  December 1,  2000  between  the  Company and
                                Richard Roberts, Leonard Malena, Phillip Booker,
                                and Richard R. Roberts, Inc.dba Bioconnect, Inc.
                  10.1          2000 Stock Option Plan
                  10.2          Terrie  Gross  Employment  Agreement  made as of
                                November 5, 1999

         (b)  Reports on Form 8-K

                  None

                                       11

<PAGE>

                                   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.

                                           RF INDUSTRIES, LTD.


Dated:  March 26, 2001                     By:         Howard F. Hill
                                                   -----------------------------
                                                   Howard F. Hill, President
                                                   Chief Executive Officer


Dated:  March 26, 2001                     By:         Terrie A. Gross
                                                   -----------------------------
                                                   Terrie A. Gross
                                                   Chief Financial Officer