SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                   FORM 10-Q/A
                                 Amendment No. 1

                   Quarterly Report under Section 13 or 15(d)

                     of the Securities Exchange Act of 1934


For Quarter Ended November 30, 1995             Commission File Number 0-1738
                                      ------



                          GENERAL KINETICS INCORPORATED

             (Exact Name of Registrant as Specified in its Charter)





Virginia                                                 54-0594435

(State or Other Jurisdiction of            (I.R.S. Employer Identification No.)
Incorporation or Organization)





14130-C Sullyfield Circle, Chantilly, VA            22021

(Address of Principal Executive Offices)          (Zip Code)





Registrant's Telephone Number, including Area Code 703-802-9300





 (Former Name, Former Address and Former Fiscal Year, If Changed Since Last
 Report)




                   Indicate by checkmark 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

 (* Further  amendment  may be  required  to Form 8-K to add audit  report
regarding  acquisition financial statements previously filed)

The number of shares of Registrant's Common Stock outstanding as of December 30,
1995                                                    6,508,925 Shares



<PAGE>





GENERAL KINETICS INCORPORATED


Item 2 - Management's Discussion and Analysis of Financial Condition and Results
of Operations


Six Months Ended November 30, 1995, Compared to Six Months Ended November 30,
1994

   Net sales for the six months  ended  November  30, 1995 were $9.3  million as
compared to net sales of $4.8  million  for the six months  ended  November  30,
1994. In the Secure  Communications  Division  ("SCD"),  net sales  increased by
approximately  $2.2 million,  from $2.2 million for the first halfof fiscal 1994
to $4.4 million in the first half of fiscal 1995.  The increase in SCD sales was
primarily  attributable  to  deliveries  totaling  $2.6 million on a contract to
Bosch   Telecom,   a  supplier  of  fax  machines  to  the  German   Government.
Approximately  $0.5 million of the contract  remained in backlog at November 30,
1995.

   The Electronic  Enclosure  Division's  ("EED") net sales  increased from $2.0
million for the six months ended  November 30, 1994, to $4.6 million for the six
months ended  November 30, 1995.  This increase was due to an increase in demand
for the six months  ending  November  30, 1995 as compared to the same period in
the prior fiscal year.

   Operating   expenses  for  the  six  months  ended  November  30,  1995  were
approximately  $2.0 million  compared with $1.9 million for the  comparable  six
months in fiscal year 1995.

   For the six months ended  November 30, 1995,  the Company showed an operating
profit of approximately  $148,000  compared to a $1.0 million operating loss for
the comparable six months of the prior fiscal year. The improvement in operating
results was primarily due to the increase in sales  discussed above as well as a
significant increase in the gross margin in EED. Productivity improvements which
started  in the  second  half of fiscal  1995along  with  efforts  to target new
contracts with higher profit margins resulted in the significant  improvement in
EED  gross  profits  for the  first  half of  fiscal  1996  as  compared  to the
corresponding period of the prior fiscal year.


   Interest  expense for the six months  ended  November  30, 1995 was  $186,700
compared to an interest  expense of $202,500 for the six months  ended  November
30, 1994.





Three Months Ended November 30, 1995, Compared to Three Months Ended November 
30, 1994

   Net sales for thethree  months  ended  November 30, 1995 were $4.4 million as
compared to net sales of $2.5 million for the three  months  ended  November 30,
1994.  In SCD, net sales  increased by  approximately  $0.9  million,  from $1.2
million  for the  second  quarter of fiscal  1995 to $2.1  million in the second
quarter of fiscal 1996. The increase in SCD sales was primarily  attributable to
deliveries  totaling $1.0 million on a contract to Bosch Telecom,  a supplier of
fax machines to the German Government.

   EED's net sales  increased  from $1.3 million for the quarter ended  November
30, 1994,  to $2.3 million for the quarter  ended  November 30, 1995, or by 77%.
This increase was due to an increase in customer  demand for the second  quarter
of fiscal  1996 as  compared to the  corresponding  quarter of the prior  fiscal
year.

Operating  expenses  were  approximately  $1.0 million in the second  quarter of
fiscal  1995 as  compared  to  approximately  $1.0 in the second  quarter of the
current fiscal year.

   For the three months ended November 30, 1995, the Company showed an operating
loss of  approximately  $112,000  compared to a $529,000  operating loss for the
comparable  quarter of the prior year. The improvement in operating  results was
primarily due to the increase in sales  discussed  above as wellas a significant
increase in the gross margin in EED. Productivity  improvements which started in
the second half of fiscal 1995 along with efforts to target new  contracts  with
higher  profit  margins  resulted in the  significant  improvement  in EED gross
profits for the second  quarter of fiscal 1996 as compared to the  corresponding
period of the prior fiscal year.

   Interest  expense for the three months ended  November 30, 1995,  was $75,000
compared to an interest  expense of $69,000 for the three months ended  November
30, 1994.


Liquidity and Capital Resources

The Company has suffered  recurring losses from operations and has a net capital
deficiency that raise  substantial doubt about the Company's ability to continue
as  a  going  concern.   However,  the  operatingloss  for  fiscal  1995  showed
significant  improvement  over the prior three fiscal years, and the Company had
unaudited net income of  approximately  $134,000 in the fourth quarter of fiscal
1995. In addition, the unaudited net loss of approximately $38,900 for the first
half  of  fiscal  1996  showed   significant   improvement   over  the  loss  of
approximately  $1.2  million for the same period in the prior  fiscal  year.  To
achieve  overall  profitability  for fiscal 1996,  the Company must  continue to
increase  revenues  andgross  profit  margins.  In  the  Secure   Communications
Division,  successful  operations  will  depend,  to  a  large  extent,  on  the
division's ability to market the secured communications products overseas and to
domestic markets. The division is currently developing new products, including a
secure  tactical   facsimile   machine  which  is  expected  to  complete  final
development in fiscal 1996, to increase net sales.  The Division must be able to
update  its  secure  product  line in  order  to  meet  current  market  demands
anddevelop an adequate sales level for profitable  operations.  In the enclosure
division, productivity improvements in the second half of fiscal 1995 along with
efforts to target  new  contracts  with  higher  profit  margins  resulted  in a
significant  improvement in gross profits for the 1995 fiscal year and the first
half of fiscal 1996 as compared to the prior two fiscal years. The division must
continue to market  electronic  enclosure  products to government and commercial
markets,  and enter into contracts  with  favorable  profit margins which can be
produced  within  budget to achieve  profitability  in fiscal  1996.  Management
believes that it has taken  significant  steps towards  returning the Company to
profitability; however, there can be no assurance that revenues will increase or
that the Company  will be able to generate  revenues  or margins  sufficient  to
achieve profitability in fiscal 1996.

On December 12, 1995, the Company  entered into a preliminary  understanding  in
principle to sell its Secure  Communications  Division to an  undisclosed  third
party. The proposed  transaction,  expected to be at a significant  premium over
book  value,  remains  subject  to  conclusion  and  execution  of a  definitive
agreement,   receipt  of  any  required  approvals,   and  other  contingencies.
The Company anticipates that  implementation  of the 1-for-3 reverse stock split
approved by  shareholders  at the Annual Meeting held November 14, 1995 would be
delayed until after the closing of the proposed transaction.

Following  GKI's  discussions  with the Defense  Investigative  Service  ("DIS")
regarding foreign ownership issues affecting the Company, the facility clearance
for GKI has been revalidated and on that basis GKI expects to confirm  extension
of the  memorandum  of agreement  between the Company and the National  Security
Agency ("NSA") which had expired in September 1995. In that connection,  the DIS
has  indicated  that,  if the  potential  sale of  GKI's  Secure  Communications
Division  mentioned  above  did not  occur,  it would  expect  to  proceed  with
implementation  of the Company's  previous  proposals to resolve such  ownership
issues.

Management  believes  that  cash on hand as of  November  30,  1995  ($385,300),
careful  management  of  operating  costs and cash  disbursements,  and accounts
receivable financing to alleviate short term cash requirements should enable the
Company to meet its cashrequirements through May 31, 1996.









                                   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.


                          GENERAL KINETICS INCORPORATED



Date: January 18, 1996      /s/ LARRY M. HEIMENDINGER
      -----------------     --------------------------
   Larry M. Heimendinger
                           Chairman of the Board
                           (Principal Executive Officer)

Date: January 18, 1996      /s/ SANDY B. SEWITCH
      -----------------     ---------------------
    Sandy B. Sewitch
                           Chief Financial Officer
                           (Principal Accounting Officer and
                           Principal Financial Officer)