SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549



                                    FORM 10-Q

                   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>


                                      INDEX
<TABLE>
<CAPTION>

                                                                                                               Page No.
<S>                                                                                                            <C>
Part I - Financial Information


         Item I - Consolidated Financial Statements

                          Condensed Consolidated Balance Sheets -
                          November 30, 1995, and May 31, 1995.................................................... 4

                         Condensed Consolidated Statements of Operations -
                         Six Months and Three Months Ended November 30, 1995, and November 30, 1994,
                         respectively............................................................................ 5

                         Condensed Consolidated Statements of Cash Flows -
                         Six Months and Three Months Ended November 30, 1995, and November 30, 1994,
                         respectively ........................................................................... 6

                         Notes to Condensed Consolidated Financial Statements.................................... 7

         Item 2 -  Management's Discussion and Analysis of Financial
                   Condition and Results of Operations...........................................................10

         Item 4 -  Submission of Matters to a Vote of Security Holders...........................................13


Part 2 - Other Information

         Item 6 - Exhibits and Reports on Form 8-K...............................................................14
</TABLE>
                                       2

<PAGE>



                        PART I    FINANCIAL INFORMATION


Item 1 - Consolidated Financial Statements

         The  unaudited  interim  consolidated  financial  statements of General
Kinetics  Incorporated  ("GKI"  or the  "Company")  set  forth  below  have been
prepared  pursuant to the rules and  regulations  of the Securities and Exchange
Commission.  Certain  information and note disclosures  normally included in the
annual  financial  statements  prepared in accordance  with  generally  accepted
accounting principles have been condensed or omitted pursuant to those rules and
regulations. The Company believes that the disclosures made are adequate to make
the information presented not misleading.

         In  the  opinion  of  management  of  the  Company,   the  accompanying
consolidated  financial  statements reflect all adjustments  (consisting only of
normal  recurring  adjustments)  that are necessary for a fair  presentation  of
results for the  periods  presented.  It is  suggested  that these  consolidated
financial   statements  be  read  in  conjunction  with  the  audited  financial
statements  for the fiscal  years  ended May 31,  1995 and 1994 set forth in the
Company's annual report on Form 10-K for the fiscal year ended May 31, 1995.

                                       3

<PAGE>



                    General Kinetics Incorporated and Subsidiaries
                             Consolidated Balance Sheets

<TABLE>
<CAPTION>
                                                November 30,      May 31,
                                                   1995            1995
                                                (Unaudited)      (Audited)
<S>                                             <C>              <C>

   Assets
Current Assets:
Cash and cash equivalents                       $  385,300      $  212,200
Accounts receivable, net of
 allowance, $181,400 and $181,400                2,619,700       3,045,000
Inventories                                      2,573,100       3,201,000
Prepaid expenses and other                          65,200          69,300
Total Current Assets                             5,643,300       6,527,500
Property, Plant and Equipment                    6,800,700       6,697,700
Less: Accumulated Depreciation                  (5,172,400)     (4,950,300)
                                                 1,628,300       1,747,400
Other Assets, principally capitalized
 software of $354,900 and $300,600                 423,900         419,400
Total Assets                                    $7,695,500      $8,694,300

   Liabilities and Stockholders' Deficit
Current Liabilities:
Advances from factor                            $  --             $407,000
Current maturities of long-term debt               275,900         364,500
Accounts payable, trade                          1,589,200       2,189,100
Accrued expenses and other payables              1,205,200       1,162,300
Total Current Liabilities                        3,070,300       4,122,900
Long-Term debt - less current maturities
 (including $8,934,400 and $8,885,900 due
 to controlling shareholder)                     9,867,500       9,765,700
Other long-term liabilities                        278,200         297,400
Total Long-Term Liabilities                     10,145,700      10,063,100
Total Liabilities                               13,216,000      14,186,000
Stockholders' Deficit:
Common Stock, $0.25 par value, 50,000,000
 and 10,000,000 shares authorized,
 7,035,557 shares issued, 6,508,925 shares
 outstanding                                     1,759,000       1,759,000
Additional Contributed Capital                   7,326,400       7,466,400
Accumulated Deficit                            (14,005,900)    (13,966,900)
                                                (4,920,500)     (4,741,500)
Less:
Unearned ESOP shares                              (150,000)       (300,000)
Treasury Stock, at cost (526,632 shares)          (450,000)       (450,200)
Total Stockholders' Deficit                     (5,520,500)     (5,491,700)
Total Liabilities and Stockholders'
 Deficit                                        $7,695,500      $8,694,300
</TABLE>

                                        4


<PAGE>


                     General Kinetics Incorporated and Subsidiaries
                         Consolidated Statements of Operations
                                     (UNAUDITED)


<TABLE>
<CAPTION>
                                         Six Months Ended             Three Months Ended
                                     November 30,  November 30,   November 30,    November 30,
                                         1995          1994           1995          1994
<S>                                  <C>           <C>            <C>             <C>
Net Sales                            $9,339,600    $4,797,400    $ 4,438,800     $ 2,522,100
Cost of Sales                         7,159,800     3,902,500      3,587,700       2,036,100
Gross Profit                          2,179,800       894,900        851,100         486,000
Selling, General & Administrative     1,581,700     1,426,200        770,200         775,100
Product Research, Development &
 Improvement                            450,400        511,800       193,000         239,900
Total Operating Expenses              2,032,100      1,938,000       963,200       1,015,000
Operating Income/(Loss)                 147,700     (1,043,100)     (112,100)       (529,000)
Interest Expense                        186,700        202,500        75,000          69,000
Net Loss                             $  (39,000)   $(1,245,600)  $ (187,100)     $  (598,000)
Net Loss per Common Share            $    (0.01)   $     (0.19)  $     (0.01)    $     (0.09)
Weighted Average Number of Common
 and Common Equivalent Shares
 Outstanding                          6,508,925      6,508,925    25,508,925       6,508,925

</TABLE>
                                        5




<PAGE>

                 GENERAL KINETICS INCORPORATED AND SUBSIDIARIES
                     Consolidated Statements of Cash Flows
                                   (UNAUDITED)
<TABLE>
<CAPTION>

                                                                               Six Months Ended
                                                                   November 30,                 November 30,
                                                                     1995                          1994
<S>                                                               <C>                           <C>

Cash Flows From Operating Activities:

Net (Loss)                                                         $  (39,000)                    $ (1,245,600)
  Adjustments to reconcile net loss
  to net cash used in operating activities:
    Depreciation and amortization                                     251,500                          269,200
    (Gain)/Loss on disposal of equipment                                1,100                           (3,400)
    ESOP compensation                                                  10,000                           14,200
    Amortization of bond discount                                      32,300                           62,100
  (Increase) Decrease in Assets:
    Accounts Receivable                                               425,400                           69,800
    Inventories                                                       627,900                         (500,900)
    Prepaid Expenses                                                    4,100                          (48,300)
    Other assets - Software Development Costs                         (73,100)                         (98,000)
    Other assets                                                       50,400                          (11,900)
  Increase (Decrease) in Liabilities:
    Accounts Payable - Trade                                         (599,900)                         (80,900)
    Accrued Expenses                                                   42,900                          (90,800)
    Other Long Term Liabilities                                       (19,200)                         (19,200)
     Net cash provided by/(used) in Operating Activities              714,400                       (1,683,700)

  Cash Flows from Investing Activities                               (116,200)                        (121,600)
  Acquisition of property, plant and equipment                          1,000                            5,800
     Net cash used in Investing Activities                           (115,200)                        (115,800)

  Cash Flows from Financing Activities:
   Advances from Factor/Borrowings
    on Demand Notes Payable                                           820,500                             --
   Repayments of Advances from Factor/
    Demand Notes Payable                                           (1,227,500)                            --
   Borrowings on Long Term Debt                                        90,000                        9,552,600
   Repayments on Long Term Debt                                      (109,100)                      (7,845,000)
     Net cash provided by/(used) in Financing Activities             (426,100)                       1,707,600
Net (decrease) increase in cash and cash equivalents                  173,100                          (91,900)
Cash and Cash Equivalents: Beginning of Period                        212,200                          765,200
Cash and Cash Equivalents: End of Period                          $   385,300                       $  673,300

Supplemental Disclosures of Cash Flow Information:
Cash paid during the year for:
  Interest                                                        $   245,600                        $ 172,500
  Income Taxes                                                             --                           58,400
Supplemental Disclosures of Non Cash Investing
 and Financing Activities:

  Reduction in paid in capital based on fair market
     value of ESOP shares                                         $   140,000                          135,800
</TABLE>

The accompanying notes are an integral part of the above statements.

                                                6





<PAGE>
                 GENERAL KINETICS INCORPORATED AND SUBSIDIARIES
                     Notes to Condensed Financial Statements
                                   (Unaudited)



Note 1 - Basis of Presentation

         The condensed  consolidated  financial  statements at May 31, 1995, and
for the three  months and six months ended  November 30, 1995,  and November 30,
1995, include the accounts of General Kinetics Incorporated and its wholly-owned
subsidiary, Food Technology Corporation.  All material intercompany accounts and
transactions have been eliminated.

         The financial  information  included herein is unaudited.  In addition,
the  financial  information  does not include  all  disclosures  required  under
generally  accepted  accounting  principles  in that  certain  note  information
included  in the  Company's  Annual  Report  has  been  omitted;  however,  such
information  reflects all  adjustments  (consisting  solely of normal  recurring
adjustments)  which are,  in the  opinion  of  management,  necessary  to a fair
presentation of the results of the interim periods.

         The  results of  operations  for the three and six month  period  ended
November 30, 1995, are not necessarily  indicative of the results to be expected
for the full year.


Note 2 - Inventory

         All inventories  are valued at the lower of cost or market,  cost being
determined on a first-in, first-out basis.


                    Consolidated inventories are as follows:

                      November 30, 1995              May 31, 1995
                      -----------------              ------------

 Raw Material                $1,676,100                $1,353,000
 Work in Process                897,000                 1,848,000
                                -------                 ---------

        Totals               $2,573,100                $3,201,000
                             ==========                ==========



                                       7
<PAGE>


Note 3 - Commitments and Contingencies

   The Company will continue to review, as appropriate, the environmental status
of its  Orlando  property,  noted in its prior  Form 10-Q for the  period  ended
August 31, 1995.

Note 4 - Loss Per Share

   Loss per share has been computed using the weighted  average number of common
shares and common equivalent shares, to the extent dilutive,  outstanding during
the periods.  Common  equivalent  shares are calculated using the treasury stock
method and consist of shares  issuable  upon exercise of stock options that have
been  granted.  Due to the  losses for the six  months  and three  months  ended
November  30, 1995 and  November 30, 1994,  the  outstanding  stock  options and
Convertible   Subordinated   Debentures   issued  to  the   Company's   majority
stockholder, Gutzwiller & Partner, AG ("Gutzwiller") are not considered dilutive
and therefore no effect is given to any common stock equivalents.


Note 5 - Notes Payable

At May 31 and November 30 , 1995  convertible  debentures  issued to  Gutzwiller
have an aggregate  principal  amount of $9.5  million,  mature in 10 years,  are
convertible  into common stock at a conversion  price of 50 cents per share, and
bear interest at 1% per annum,  which is payable annually beginning August 1995.
The  convertible  debentures  shall be  subject  to the  terms  of a Pledge  and
Security  Agreement  providing for a security  interest in substantially all the
assets of the Company,  with certain  exceptions  (including  without limitation
exceptions  of  accounts   receivable  and  other  financing),   to  secure  the
obligations in respect of the  debentures.  Shares  issuable upon conversion are
also subject to certain rights to registration under the Securities Act of 1933,
as amended.


Other Real Estate Mortgage Loans

   The Company was in  violation  of certain  loan  covenants of the real estate
mortgage agreement on the Company's  Johnstown facility as of November 30, 1995,
however, the lender has agreed to waive the violations through May 31, 1996.

   Additionally,  as previously reported, the holder of the real estate mortgage
on the Company's  Orlando  facility,  under which  $228,600 was  outstanding  at
November 30, 1995,  had  notified  the Company that bonds  originally  issued to
finance that facility, pursuant to terms which permit them to be called prior to
stated  maturity on certain dates,  had been called for redemption on August 22,
1995. On October 31, 1995, the Company

                                       8
<PAGE>


entered into a Forbearance Agreement with
the mortgage  holder under which such  redemption  notice was  withdrawn and the
Company  has  agreed  to make  accelerated  payments  of  $10,000  per  month in
principal and interest until the remaining principal is paid in full.

Note 6 - Other Assets

Costs incurred to establish the technological feasibility of a computer software
product  are  considered  research  and  developed  costs  and are  expensed  as
incurred.  When the  technological  feasibility  of a software  product has been
established,   development  costs  subsequent  to  that  date  are  capitalized.
Capitalization  of these costs ceases when the product is  considered  available
for general  release to customers.  During the fiscal quarter ended November 30,
1995, the Company  capitalized  $19,500 in internally  developed  software costs
relating to certain software being developed for the TS-21 ruggedized  facsimile
machine. Amortization of capitalized software development costs is computed on a
product-by-product  basis over the estimated economic lives of the products. The
products  that are currently  being  amortized  have an estimated  life of three
years.  Amortization  of capitalized  costs was $17,500 in the second quarter of
fiscal 1996.

                                         9

<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 half of 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  $1.5 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  1995  along  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.


                                       10

<PAGE>
Three Months Ended November 30, 1995, Compared to Three Months Ended November
30, 1994

   Net sales for the three 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 well as 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  operating  loss  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,





                                       11

<PAGE>

the Company must  continue to
increase  revenues  and  gross  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  and
develop 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 cash requirements through May 31, 1996.

                                       12

<PAGE>
Item 4 - Submission of Matters to a Vote of Security Holders

   At the Annual  Meeting of  Stockholders  on November 14, 1995,  the following
matters were voted on and approved:

1. Larry Heimendinger was elected as a Class I director for a term expiring in
   1998 or until his successor is elected and qualified.  5,144,477 shares of
   common stock, or 99.4% of the shares voting, voted in favor of Mr.
   Heimendinger, and 28,888, or 0.6% of the shares voting, withheld authority to
   vote for Mr. Heimendinger.  In addition to Mr. Heimendinger, Marc E. Cotnoir
   and Richard McConnell remained as Class II directors and Robert K. Gardner
   remained as a Class III director.

2. Management  was  authorized  to implement  an amendment to the  Company's
   Restated  Articles of  Incorporation  to effect a  one-for-three  reverse
   common  stock  split.   Under  Virginia  law,  the  affirmative  vote  of
   two-thirds  of the common  stock  outstanding  and  entitled  to vote was
   required to approve the proposed  amendment.  4,600,860  shares of common
   stock,  or 70.7% of the shares  entitled  to vote,  voted in favor of the
   proposal.  519,985 shares,  or 8.0% of the shares entitled to vote, voted
   against and 52,500, or 0.8% of the shares entitled to vote, abstained.  A
   resolution  specifically  authorizing  such other action as may be deemed
   necessary or appropriate  in connection  with such reverse split was also
   approved, by a comparable vote.

3. The Board's selection of BDO Seidman as the Company's  independent public
   accountants  for the  fiscal  year  ended  May  31,  1996  was  ratified.
   5,121,053 shares of common stock, or 99.0% of the shares voting, voted in
   favor of the proposal. 34,644 shares, or 0.7% of the shares voting, voted
   against and 17,628, or 0.3% of the shares voting, abstained.

                                       13


<PAGE>



                          PART II   OTHER INFORMATION




Item 6 - Exhibits and Reports on Form 8-K


   (a) No  reports  on Form 8-K were  filed by the  Company  during  the  fiscal
quarter ended November 30, 1995.

                                      14
<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.


                          GENERAL KINETICS INCORPORATED



Date: January 16, 1996                         /s/ Larry M. Heimendinger
 Larry M. Heimendinger
                                               Chairman of the Board
                                               (Principal Executive Officer)




Date: January 16, 1996                        /s/ Sandy B. Sewitch
  Sandy B. Sewitch
                                              Chief Financial Officer
                                              (Principal Accounting Officer and
                                              Principal Financial Officer)


                                       15