<PAGE>   1


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


                                  FORM 10-Q

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                      OF THE SECURITIES EXCHANGE ACT OF 1934
                 For the Quarterly Period Ended September 30, 1996

                                      OR

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


                        Commission File Number 0-26634


                               LeCROY CORPORATION
             (Exact name of Registrant as specified in its charter)

            DELAWARE                                           13-2507777
   (State or other jurisdiction                            (I.R.S. Employer
  of Incorporation or organization)                       Identification No.)
  
            700 CHESTNUT RIDGE ROAD, CHESTNUT RIDGE , NEW YORK  10977
  (Address of principal executive office)                     (Zip Code)

       Registrant's telephone number, including area code:  (914) 425-2000


Indicate by check mark ("X") 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 twelve 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 _______

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.


              CLASS                            OUTSTANDING AT OCTOBER 11, 1996
Common stock, par value $.01 share                         5,477,617









<PAGE>   2

                                LeCROY CORPORATION


                                      INDEX





                                                                     Page
   PART I     FINANCIAL INFORMATION

   Item 1.    Financial Statements:

              Condensed Consolidated Balance Sheet................     3
              Condensed Consolidated Statement of Income..........     4
              Condensed Consolidated Statement of Cash Flows......     5
              Notes to Condensed Consolidated Financial Statements     6

   Item 2.    Management's Discussion and Analysis of Financial
              Condition and Results of Operations.................     7-8



   PART I     OTHER INFORMATION...................................     9

   PART II    OTHER INFORMATION...................................     9


              Signatures..........................................     9






   



   

















<PAGE>   3
                                LeCROY CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
                                                   September 30,     June 30, 
In thousands                                           1996            1996
                                                    (Unaudited)
                        ASSETS
<S>                                                <C>               <C>
Current assets:
   Cash and cash equivalents                       $ 12,835          $ 10,315 
   Accounts receivable                               22,547            20,625 
   Inventories:
       Raw materials                                  5,750             7,398 
       Work in process                                7,437             6,539 
       Finished goods                                 7,548             6,167 
                                                     ------            ------
   Total inventories                                 20,735            20,104
   Other current assets                               2,648             1,278 
                                                     ------            ------
       Total current assets                          58,765            52,322
Property and equipment, at cost:
   Land                                               5,205             5,202 
   Furniture, machinery and equipment                26,809            25,948 
                                                     ------            ------
       Total property, plant and equipment           32,014            31,150
   Less: Accumulated depreciation and amortization  (22,618)          (22,234)
                                                     ------            ------
       Property, plant and equipment, net             9,396             8,916
Other assets                                          1,690             1,162 
                                                     ------            ------
TOTAL ASSETS                                       $ 69,851          $ 62,400
                                                     ======            ======
        LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
   Current debt                                    $    758          $  1,026 
   Accounts payable                                   8,817             6,882 
   Accrued liabilities                                4,848             4,803 
   Accrued employee compensation and benefits         3,986             4,066 
   Income taxes payable                               4,149             3,504 
                                                     ------            ------
       Total current liabilities                     22,558            20,281
Long-term debt and capitalized leases                 8,060             4,647 
Deferred compensation                                   114 

STOCKHOLDERS' EQUITY:               
   Common stock                                          59                59
   Additional paid-in capital                        22,217            22,112
   Treasury stock at cost                            (2,105)           (2,334)
   Foreign currency translation adjustment            1,422             1,662 
   Retained earnings                                 17,526            15,973 
                                                     ------            ------
       Total stockholders' equity                    39,119            37,472
                                                     ------            ------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY         $ 69,851          $ 62,400
                                                     ======            ======
</TABLE>
See accompanying notes to condensed consolidated financial statements.

<PAGE>   4
                                LeCROY CORPORATION
                   CONDENSED CONSOLIDATED STATEMENT OF INCOME
                                   (UNAUDITED)
<TABLE>
<CAPTION>                                                                                                           
                                                      Three months ended
                                                         September 30,
In thousands, except per share data                   1996           1995
<S>                                                 <C>             <C>
Revenues:
   Digital oscilloscopes and related products       $23,397         $18,392 
   High energy physics products                       1,836           2,819 
   Service and other                                  1,164           1,189 
                                                     ------          ------
       Total revenues                                26,397          22,400
Cost of sales                                        11,520          10,283 
                                                     ------          ------
   Gross profit                                      14,877          12,117
Operating expenses:
   Selling, general and administrative                9,132           7,685 
   Research and development                           3,516           3,129 
                                                     ------          ------
Operating income                                      2,229           1,303 
Other (income) expenses, net                           (154)            307 
                                                     ------          ------
Income before income taxes                            2,383             996 
Provision for income taxes                              830             349 
                                                     ------          ------
Net income                                          $ 1,553         $   647 
                                                     ======          ======


Net income per common share                         $  0.23         $  0.14 
                                                     ======          ======

Weighted average number of common shares              6,740           4,632 
                                                     ======          ======
</TABLE>

See accompanying notes to condensed consolidated financial statements.



















<PAGE>   5
                                LeCROY CORPORATION
                CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
<TABLE>
<CAPTION>
                                                         Three Months Ended
                                                            September 30, 
In thousands                                             1996           1995 
<S>                                                     <C>          <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net income                                           $ 1,553      $   647 
   Adjustments for noncash items included in
   operating activities:
   Depreciation and amortization                            691          492 
   Other                                                     (8)          -    
   Change in operating asset and liability components:
   Accounts receivable                                   (2,263)         921 
   Inventories                                             (946)         122 
   Prepaid expenses and other assets                     (1,812)        (872)
   Accounts payable and accrued liabilities               2,124          149 
   Accrued employee compensation and benefits               (55)          75 
   Income taxes                                             729           17 
                                                         ------       ------
Net cash provided by operating activities                    13        1,551 
                                                         ------       ------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchase of property and equipment                    (1,139)        (587)
   Due from officers                                         43           16 
   Proceeds from the disposal of property and equipment      10           -    
                                                         ------       ------
Net cash used in investing activities                    (1,086)        (571)
                                                         ------       ------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from issuance of long-term debt and
   capitalized leases                                     3,310          972 
   Repayment of debt and capitalized leases                 (58)      (2,215)
   Public sale of common stock                               -           915 
   Proceeds from exercise of stock options                  334           -    
                                                         ------       ------
Net cash provided by (used in) financing activities       3,586         (328)
                                                         ------       ------
Effect of exchange rates on cash                              7         (455)
                                                         ------       ------
   Increase in cash and cash equivalents                  2,520          197
   Cash and cash equivalents at beginning of the year    10,315        1,408 
                                                         ------       ------
   Cash and cash equivalents at end of the year         $12,835      $ 1,605 
                                                         ======       ======
</TABLE>

See accompanying notes to condensed consolidated financial statements.








<PAGE>   6

                                LeCROY CORPORATION

                NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                   (Unaudited)


Basis of Presentation

In the opinion of management, the accompanying unaudited interim condensed
consolidated financial statements reflect all adjustments, of a normal and
recurring nature, necessary to present fairly the results for the interim
periods presented.

Certain information  and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting principles
have been condensed or omitted. The year-end balance sheet data was derived
from audited financial statements, but does not include all disclosures
required by generally accepted accounting principles. It is suggested that
these condensed statements be read in conjunction with the Corporation's most
recent Form 10-K and Annual Report as of June 30, 1996.

Results for the interim period are not necessarily indicative of the results
that may be expected for the entire year.


































<PAGE>   7

                                LeCROY CORPORATION

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL 
                        CONDITION AND RESULTS OF OPERATIONS

Results of Operations


    Consolidated revenues increased to $26.4 million in the three months ended
September 30, 1996 from $22.4 million in the first quarter of fiscal 1996, or
18%, and represented record first quarter revenues for the Company. Revenues
increased primarily as a result of an increase in sales of higher margin
digital oscilloscopes and related products. This increase in revenues was
hampered by $1.2 million due to the strengthening of the United States dollar
versus the Swiss franc, Japanese yen and the German deutschemark as compared
to the exchange rates prevailing in the same period of the prior fiscal year.

    Revenues from sales of digital oscilloscopes and related products increased
to $23.4 million in the three months ended September 30, 1996 from $18.4
million in the same period a year ago, or 27%. This increase in revenues was
primarily attributable to an increase in unit sales of the higher-end products
in the Company's 9300 family of digital oscilloscopes. 

    Revenues from sales of HEP products declined 35% to $1.8 million in the
three months ended September 30, 1996 from $2.8 million in the comparable prior
year period. The Company in recent years has experienced a continuing decrease
in HEP revenues due to a variety of factors, including a decline in United
States government funding for defense and the phase-out of the Company's
digitizer products. The Company believes that revenues from sales of HEP
products, which represented approximately 7% of total revenues for the three
months ended September 30, 1996 as compared to approximately 13% of total
revenues in the same period of 1995, are likely to continue to represent a
declining portion of its total revenues in the future, attributable in part to
lower anticipated order volumes.

    Gross profit in the three months ended September 30, 1996 was 56.4% of
revenues compared to 54.1% in the first quarter of fiscal 1996. This growth
was due primarily to increased revenues from higher sales volume of certain
higher margin 9300 series digital oscilloscopes and reduced HEP sales, which
carry a lower margin, coupled with reduced material costs and increased
operating efficiencies at the Company's manufacturing facility in Chestnut
Ridge, New York. The increase in gross profit was hampered by $0.8 million due
to the strengthening of the United States dollar versus the Swiss franc,
Japanese yen and the German deutschemark as compared to the exchange rates
prevailing in the same period of the prior fiscal year. This effect lowered
the gross profit margin by 0.5%.

    Selling, general and administrative expenses increased to $9.1 million in
the three months ended September 30, 1996 from $7.7 million in the first
quarter of fiscal 1996, or 19%. As a percentage of total revenues, selling,
general and administrative expenses increased to 34.6% in the three months
ended September 30, 1996 compared to 34.3% in the same period of 1995. These
expenses increased as the Company expanded sales management and support staff
at each of its regional sales headquarters and incurred additional sales
commissions due to higher sales volume and the expansion of management and
support staff.


<PAGE>   8

    Research and development expenses increased to $3.5 million in the three
months ended September 30, 1996 from $3.1 million in the same period of 1995,
or 12%. The higher dollar level of research and development expenses reflects
an increase in materials and personnel in the development costs of our new
introductions of color digital oscilloscopes and development of an analog LAN
network monitor. As a percentage of total revenues, research and development
expenses declined to 13.3% in the three months ended September 30, 1996
compared to 14.0% in the same period of 1995.

    Operating income increased 71% to $2.2 million for the three months ended
September 30, 1996 from $1.3 million in the same period of 1995. As a
percentage of total revenues, operating income was 8.4% for the three months
ended September 30, 1996 as compared to 5.8% in the prior year period. The
increase in operating income was due primarily to increased revenues in the
current year coupled with improved operating efficiencies and other factors
listed above.

    Net interest and financing charges, included in other (income) expenses,
decreased to $138,000 in the three month period ended September 30, 1996
compared to $444,000 in the same prior year period. The decrease in the current
year is due primarily to reduced levels of debt paid down from funds received
in the second quarter of fiscal 1996 from the Company's initial public
offering. Operating results in the three month periods ended September 30,
1996 and 1995 included currency exchange gains of approximately $292,000 and
$137,000, respectively.

    The Company's effective income tax rate at September 30, 1996 is 34.8%.
Currently, the Company's Swiss subsidiary operates under a tax agreement with
the Canton of Geneva pursuant to which the effective tax rate on income with
respect to such subsidiary is approximately 15%. This agreement is in effect
through the fiscal year ended June 30, 2000. 

    Net income increased to $1,553,000 for the first three months ended
September 30, 1996 compared to $647,000 for the first quarter a year ago. Net
income for the three months ended September 30, 1996 as a percentage of total
revenues was 5.9% compared to 2.9% in 1995. The improvement in fiscal 1997 was
due primarily to increased revenues, improved gross margins and lower interest
costs.

Liquidity and Capital Resources

    The financial condition of LeCroy is sound with a funded debt to total
capital ratio of 18% at September 30, 1996. Working capital, including $12.8
million in cash, increased to $36.2 million at September 30, 1996 compared to
$32 million, at June 30, 1996, which represented a working capital ratio of
2.6 to 1 for both periods presented. 
	
    Cash flows generated from operating activities for the first quarter of
fiscal 1997 declined in comparison with the prior year as increases in
receivables, inventories and prepaid assets were partially offset by improved
operating earnings.    

    The Company's cash on hand, together with amounts available under its
multicurrency revolving credit agreement and internally generated cash flow
will be sufficient to fund working capital and capital expenditure requirements
for at least the next twelve months.


<PAGE>   9

                                LeCROY CORPORATION


                            PART I. OTHER INFORMATION

Item 6.(a)      Exhibits

Exhibit 10.1    Technology license agreement, dated as of August 1, 1996,
                between the Registrant and Fluke Corporation.

Exhibit 27      Financial Data Schedule.


                           PART II. OTHER INFORMATION

Item 6.(b)      Reports on Form 8-K

                No current reports on Form 8-K were filed during the quarter
                ended September 30, 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.

		   
                                       LECROY CORPORATION


Date: November 4, 1996                 By:      /S/ JOHN C. MAAG   
                                                    John C. Maag 
                                                    Vice President-Finance,
                                                    Chief Financial Officer,
                                                    Secretary and Treasurer