================================================================================

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

                                   FORM 10-Q/A

              [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934
                For the Quarterly Period Ended September 30, 2000

                                       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: (845) 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 23, 2000
               -----                           -------------------------------
  Common stock, par value $.01 share                      8,480,404

================================================================================

<PAGE>
                               LECROY CORPORATION

                                EXPLANATORY NOTE

LeCroy Corporation hereby amends its Quarterly Report on Form 10-Q for the
quarters ended on September 30, 2000 and 1999 for the accrual of the 12%
compounding annual dividend on the Company's Redeemable Convertible Preferred
Stock which is payable upon liquidation or redemption. As a result of recording
this dividend, Net loss available to common stockholders has been increased by
$336,000 and $300,000 for the first quarters of fiscal 2001 and 2000,
respectively, or $0.04 per diluted share from continuing operations (see Note 8
to the Condensed Consolidated Financial Statements).

                                      INDEX

                                                                        Page
                                                                        ----
PART I           FINANCIAL INFORMATION

  Item 1.        Financial Statements:
                 Condensed Consolidated Balance Sheets                    3
                 Condensed Consolidated Statements of Operations          4
                 Condensed Consolidated Statements of Cash Flows          5
                 Notes to Condensed Consolidated Financial Statements   6 - 8

  Item 2.        Management's Discussion and Analysis of Financial
                 Condition and Results of Operations                    9 - 11

PART II          OTHER INFORMATION                                       12

                 Signatures                                              12

                                       2
<PAGE>
                               LECROY CORPORATION

                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------
                                                                                   September 30,         June 30,
In thousands                                                                           2000                2000
---------------------------------------------------------------------------------------------------------------------
                                                                                    (Restated)          (Restated)

                                     ASSETS
<S>                                                                                  <C>               <C>
Current assets:
     Cash and cash equivalents                                                       $   17,263        $    9,051
     Accounts receivable, net                                                            23,069            27,788
     Inventories, net                                                                    25,420            24,389
     Other current assets                                                                 2,261             1,953
     Net assets of discontinued operations                                                  820             4,996
                                                                                     ----------        ----------
             Total current assets                                                        68,833            68,177

Property and equipment, net                                                              14,731            15,093
Marketable securities                                                                     2,364             2,870
Other assets                                                                             15,579            14,709
                                                                                     ----------        ----------
TOTAL ASSETS                                                                         $  101,507        $  100,849
                                                                                     ==========        ==========
                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Current debt                                                                    $    3,149        $   11,000
     Accounts payable                                                                    17,651            16,309
     Accrued expenses and other liabilities                                              18,341            16,739
                                                                                     ----------        ----------
             Total current liabilities                                                   39,141            44,048

Deferred compensation                                                                       768                 -

Redeemable convertible preferred stock                                                   10,116             9,692

Stockholders' equity:
     Common stock                                                                            83                78
     Additional paid-in capital                                                          47,709            41,911
     Warrants to purchase common stock                                                    3,214             1,848
     Accumulated other comprehensive loss                                                (6,221)           (4,629)
     Retained earnings                                                                    6,697             7,901
                                                                                     ----------        ----------
             Total stockholders' equity                                                  51,482            47,109
                                                                                     ----------        ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                           $  101,507        $  100,849
                                                                                     ==========        ==========
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       3
<PAGE>
                               LECROY CORPORATION

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------
                                                                                         Three months ended
                                                                                            September 30,
In thousands, except per share data                                                   2000                 1999
---------------------------------------------------------------------------------------------------------------------
                                                                                   (Restated)          (Restated)
<S>                                                                                  <C>                 <C>
Revenues:
     Digital oscilloscopes and related products                                      $ 26,356            $ 23,623
     High energy physics products                                                         987               1,437
     Service and other                                                                  1,790               1,846
                                                                                     --------            --------
          Total revenues                                                               29,133              26,906
Cost of sales                                                                          14,495              13,897
                                                                                     --------            --------
Gross profit                                                                           14,638              13,009
Operating expenses:
     Selling, general and administrative                                                9,889               8,913
     Research and development                                                           3,881               3,974
                                                                                     --------            --------
              Total operating expenses                                                 13,770              12,887
                                                                                     --------            --------
Operating income                                                                          868                 122

Other expenses, net                                                                         2                 210
                                                                                     --------            --------
Income (loss) from continuing operations before income taxes                              866                 (88)
Provision (benefit) for income taxes                                                      100                 (28)
                                                                                     --------            --------
Income (loss) from continuing operations                                                  766                 (60)

Discontinued operations:
       Loss from discontinued operations, net of tax benefit
         of  $699 in fiscal 2000                                                       (2,399)             (1,635)
       Gain on sale                                                                       854                   -
                                                                                     --------            --------
       Loss from discontinued operations                                               (1,545)             (1,635)
                                                                                     --------            --------
Net loss                                                                                 (779)             (1,695)
Charges related to convertible preferred stock                                            425                 384
                                                                                     --------            --------
Net loss applicable to common shareholders                                           $ (1,204)           $ (2,079)
                                                                                     ========            ========
Loss per basic and diluted common share:
      Income (loss) from continuing operations                                       $   0.04            $  (0.06)
      Loss from discontinued operations                                                 (0.19)              (0.21)
                                                                                     --------            --------
      Net loss                                                                       $  (0.15)           $  (0.27)
                                                                                     ========            ========
Weighted average number of basic and diluted common shares outstanding                  8,153               7,708
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       4
<PAGE>
                               LECROY CORPORATION

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

                                   (UNAUDITED)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------------------------------------
                                                                                           Three Months Ended
                                                                                               September 30,
In thousands                                                                              2000             1999
---------------------------------------------------------------------------------------------------------------------
<S>                                                                                      <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
     Net loss                                                                            $  (779)         $(1,695)
     Adjustments for noncash items included in operating activities:
     Depreciation and amortization                                                         1,217            1,322
     Change in operating asset and liability components:
          Accounts receivable                                                              2,956            4,130
          Inventories                                                                     (1,137)          (3,219)
          Prepaid expenses and other assets                                                 (708)            (250)
          Accounts payable, accrued expenses and other liabilities, and deferred
             Compensation                                                                 (1,278)             (41)
                                                                                         -------          -------
Net cash provided by operating activities                                                    271              247
                                                                                         -------          -------
CASH FLOWS FROM INVESTING ACTIVITIES:
     Purchase of property and equipment                                                     (999)          (1,464)
     Investment in computer software                                                        (377)            (206)
     Proceeds from sale of business segment                                               12,000                -
                                                                                         -------          -------
Net cash provided by (used in) investing activities                                       10,624           (1,670)
                                                                                         -------          -------
CASH FLOWS FROM FINANCING ACTIVITIES:
     Net change in short-term debt                                                           149             (899)
     Borrowings under line of credit                                                           -            4,900
     Repayment of borrowings under line of credit                                         (8,000)               -
     Proceeds from the issuance of common stock                                            4,770                -
     Proceeds from exercise of stock options                                                 165               80
     Costs related to the issuance of preferred stock                                          -              (47)
                                                                                         -------          -------
Net cash (used in ) provided by financing activities                                      (2,916)           4,034
                                                                                         -------          -------
Effect of exchange rate changes on cash                                                      233              216
                                                                                         -------          -------
     Increase in cash and cash equivalents                                                 8,212            2,827
     Cash and cash equivalents at beginning of the period                                  9,051            1,791
                                                                                         -------          -------
     Cash and cash equivalents at end of the period                                      $17,263          $ 4,618
                                                                                         =======          =======
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                       5

<PAGE>
                               LECROY CORPORATION

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

                                   (UNAUDITED)

1.   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 Company's most recent Form 10-K,
10K/A and Annual Report as of June 30, 2000.

     This Form 10-Q/A contains forward-looking statements, which involve risks
and uncertainties. The Company's actual results may differ significantly from
the results discussed in the forward-looking statements. Factors that might
cause the Company's actual results or activities to differ materially from these
forward-looking statements include but are not limited to: the effect of
economic conditions, including the effect on purchases by the Company's
customers; competitive factors, including pricing pressures, technological
developments and products offered by competitors; changes in product sales and
mix; the Company's ability to deliver a timely flow of competitive new products
and market acceptance of these products; inventory risks due to changes in
market demand or the Company's business strategies; currency fluctuations; risks
due to an interruption in supply or an increase in price for the Company's
parts, components and subassemblies; and other risk factors listed from time to
time in the Company's reports filed with the Securities and Exchange Commission
and press releases.

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

2.   DISCONTINUED OPERATIONS

     In August 2000, the Company announced its intention to divest its Vigilant
Networks segment, which was comprised of its Vigilant Networks, Inc. and
Digitech Industries, Inc. subsidiaries. On August 25, 2000, the Company closed
on the sale of the assets and business of Vigilant and a portion of the assets
and business of Digitech for gross proceeds of $12.0 million in cash. The buyer
also assumed certain liabilities of Vigilant. In connection with the sale, the
Company issued warrants to purchase 200,000 shares of LeCroy Common Stock at
$10.05 per share to the buyer. Using the Black-Scholes option pricing model,
these warrants were valued at approximately $1.3 million. The remaining business
of Digitech will be discontinued. After deducting the value of these warrants,
along with fees and certain retained liabilities, the Company recorded a gain on
the sale of the assets and business of $854,000.

     The Condensed Consolidated Statements of Operations have been restated to
segregate the operating results of the Vigilant Networks segment and to report
them as "Loss from discontinued operations" for all periods presented. Operating
losses of the segment prior to the measurement date as a discontinued operation
were $2.4 million in the first quarter of fiscal 2001. In addition, the net
assets of the Vigilant Networks segment that were sold in August 2000, along
with the assets related to any remaining portion of the Vigilant Networks
segment not included in the sale but which will be discontinued, have been
reclassified as "Net assets of discontinued operations" on the Consolidated
Balance Sheet for all periods presented.

3.   COMPREHENSIVE INCOME (LOSS)

     For the three months ended September 30, 2000, the Company's comprehensive
loss totaled $2.4 million, compared to a comprehensive income of $3.3 million
for the three months ended September 30, 1999. Comprehensive loss for the three
months ended September 30, 2000 included foreign currency translation losses of
$1.3 million and unrealized losses on marketable equity securities classified as
available for sale of $307,000. Comprehensive income for the three months ended
September 30, 1999 included foreign currency translation gains of $1.0 million
and unrealized gains on marketable equity securities classified as available for
sale of $4.0 million. The cumulative foreign currency translation losses were
$6.8 million at September 30, 2000 and $5.5 million at June 30, 2000. The
cumulative unrealized gains on marketable equity securities classified as
available for sale were $561,000 at September 30, 2000 and $868,000 at June 30,
2000.

                                       6

<PAGE>
                               LECROY CORPORATION

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)

                                   (UNAUDITED)

4.   INVENTORIES

     Inventories, including demonstration units in finished goods, are stated at
the lower of cost (first-in, first-out method) or market.

<TABLE>
<CAPTION>
                                                                       September 30,        June 30,
                                                                           2000               2000
                                                                           ----               ----
<S>                                                                     <C>                <C>
        Raw materials................................................   $  7,440           $  6,863
        Work in process..............................................      6,810              7,348
        Finished goods...............................................     11,170             10,178
                                                                        --------           --------
                                                                        $ 25,420           $ 24,389
                                                                        ========           ========
</TABLE>

5.   PROPERTY AND EQUIPMENT

     Property and equipment consist of the following:

<TABLE>
<CAPTION>
                                                                       September 30,        June 30,
                                                                           2000               2000
                                                                           ----               ----
<S>                                                                     <C>                <C>
        Land and building............................................   $ 11,821           $ 11,729
        Furniture, machinery and equipment...........................     26,285             28,098
                                                                        --------           --------
                                                                          38,106             39,827
        Less: Accumulated depreciation and amortization..............    (23,375)           (24,734)
                                                                        --------           --------
        Property and equipment, net..................................   $ 14,731           $ 15,093
                                                                        ========           ========
</TABLE>

 6.   ACCRUED EXPENSES AND OTHER LIABILITIES

     Accrued expenses and other liabilities consist of the following:

<TABLE>
<CAPTION>
                                                                       September 30,        June 30,
                                                                           2000               2000
                                                                           ----               ----
<S>                                                                     <C>                <C>
        Compensation and benefits....................................   $  5,979           $  6,527
        Income taxes.................................................      3,067              3,247
        Other........................................................      9,295              6,965
                                                                        --------           --------
                                                                        $ 18,341           $ 16,739
                                                                        ========           ========
</TABLE>

7.   CAPITAL STOCK

     In August 2000, the Company sold 517,520 shares of its Common Stock for
gross proceeds of $5.2 million. Proceeds from this sale of securities will be
used to repay existing indebtedness, fund working capital requirements and other
general corporate purposes.

     In July 2000, the Company issued 100,000 shares of its Common Stock to
acquire all of the outstanding common stock of Lightspeed Electronics
Corporation ("Lightspeed"). The acquisition of Lightspeed was recorded using the
purchase method of accounting. The excess of cost over net assets acquired of
$984,000 will be amortized over five years.

                                       7

<PAGE>
                               LECROY CORPORATION

        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS--(CONTINUED)

                                   (UNAUDITED)

8.   REDEEMABLE CONVERTIBLE PREFERRED STOCK

     On June 30, 1999 (the "Closing"), the Company completed a private placement
of 500,000 shares of convertible redeemable preferred stock (the "Preferred
Stock") for proceeds of $10 million. The shares of the Preferred Stock are
convertible at any time by the holders into 500,000 shares of Common Stock.
After the fifth anniversary of the Closing, the holders may redeem their shares
at cost plus a 12% compounding annual dividend since the date of issue. The
shares of Preferred Stock automatically convert to Common Stock on a one-for-one
basis in the event of a firmly underwritten public offering raising at least $20
million, provided that the price per share is at least $28 if the public
offering takes place prior to the first anniversary of the closing, at least $36
prior to the second anniversary of the Closing and at least $40 if the offering
takes place after the second anniversary of the Closing (an "automatic
conversion"). Upon an automatic conversion, the holders of the Preferred Stock
will also receive payment of all accrued 12% dividends from the issue date to
the conversion date. The holders of the preferred stock are also entitled to
payment of the 12% compounding annual dividend in the event of a liquidation of
the Company or upon a merger or sale of substantially all of the Company's
assets.

     Through the second quarter of fiscal 2001, the Company did not reflect the
accrual of the 12% compounding annual dividend that would be paid under the
circumstances described above. Based on recent communications provided by the
Securities and Exchange Commission to the Company regarding the required
accounting for such dividends, the Company has restated its historical financial
statements to reflect the amount that should have been accrued since July 1,
1999. The accrual of this dividend does not impact net income since such
dividends are charged directly to retained earnings. This dividend has increased
Net loss available to common stockholders by $336,000 and $300,000 for the first
quarters of fiscal 2001 and 2000, respectively, or $0.04 per basic and diluted
share from continuing operations for each period.

9.   SUBSEQUENT EVENTS

     On October 11, 2000, the Company closed on a three-year $15.0 million
revolving line of credit with the Bank of New York, which will provide funds for
general corporate purposes. Borrowings under this line will bear interest at
prime plus a margin of between .25% and 1.25%, or LIBOR plus a margin of between
1.5% and 2.5%, depending on the Company's Leverage Ratio.

10.  NEW PRONOUNCEMENTS

     In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin No. 101 ("SAB 101"), Revenue Recognition in Financial
Statements," which summarizes certain of the SEC Staff's views in applying
generally accepted accounting principles to revenue recognition in financial
statements. Prior to the adoption of SAB 101, the Company's policy has been to
recognize license fee revenue when a non-refundable fee was received and, from
the Company's perspective, all of its significant obligations under the license
agreement were completed. Under SAB 101, such license agreements are deemed to
be multiple element agreements that, among other elements, include various
exclusivity clauses related to distribution rights and use of technology. In
addition, SAB 101 requires such license fee agreements to be analyzed from the
licensee's perspective as to the ongoing requirements or expectations of the
agreements. The Company will change its accounting policy so that license fee
revenue under agreements that have exclusivity clauses and, from the licensee's
perspective, have ongoing requirements or expectations that are more than
perfunctory, will be recognized over the term of the related agreement. As such,
under SAB 101, certain of the Company's previously recognized license fee
revenue will be deferred and recognized in future periods over the term of the
agreements. The Company estimates that the adoption of SAB 101 in the fourth
quarter of fiscal 2001, effective as of the beginning of the year, will result
in a non-cash charge for the cumulative effect of a change in accounting
principle of approximately $8.7 million. This cumulative adjustment will be
amortized into revenue over the remaining terms of the license agreements, which
range from approximately 2.5 years to 5.5 years. As a result, revenue and
pre-tax income before the cumulative effect of a change in accounting principle
will increase by $474,000 per quarter, or $1.9 million, in fiscal 2001. The
remainder of the related deferred revenue will be recognized in revenue
approximately as follows: $1.9 million in fiscal 2002, $1.7 million in fiscal
2003, $1.3 million in fiscal 2004, $1.3 million in fiscal 2005 and $600,000 in
fiscal 2006. The Company has not entered into an agreement in which it has
recognized license fee revenue since the third quarter of fiscal 1999.

                                       8
<PAGE>
                               LECROY CORPORATION

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

                            AND RESULTS OF OPERATIONS

CONSOLIDATED RESULTS OF OPERATIONS

     The following table indicates the percentage of total revenues represented
by each item in the Company's Consolidated Statements of Operations for the
three months ended September 2000 and 1999. On August 25, 2000, the Company sold
substantially all of the assets and business of its Vigilant segment.
Accordingly, the results of operations of this business segment have been
reflected as discontinued operations.

<TABLE>
<CAPTION>
                                                                                    Three Months Ended
                                                                                       September 30,
                                                                                      2000       1999
                                                                                      ----       ----
<S>                                                                                   <C>        <C>
Revenues:
     Digital oscilloscopes and related products...................................     90.5%      87.8%
     High energy physics products.................................................      3.4        5.3
     Service and other............................................................      6.1        6.9
                                                                                      -----     ------
        Total revenues............................................................    100.0      100.0

Cost of sales.....................................................................     49.8       51.7
                                                                                      -----     ------
Gross profit .....................................................................     50.2       48.3
Operating expenses:
     Selling, general and administrative..........................................     33.9       33.1
     Research and development.....................................................     13.3       14.8
                                                                                      -----     ------
        Total operating expenses..................................................     47.2       47.9

Operating income..................................................................      3.0        0.4

Other (expenses) income, net......................................................      0.0       (0.8)
                                                                                     ------     ------
Income from continuing operations before income taxes.............................      3.0       (0.4)
Provision (benefit) for income taxes..............................................      0.4       (0.1)
                                                                                     ------     ------
Income (loss) from continuing operations..........................................      2.6       (0.3)

Discontinued Operations:
  Loss from discontinued operations, net of tax...................................     (8.2)      (6.1)
  Gain on Sale ...................................................................      2.9        0.0
                                                                                     ------     ------
Net loss..........................................................................     (2.7)%     (6.4)%
                                                                                     =======    ======
</TABLE>

     Total revenues were $29.1 million in the first quarter of fiscal 2001,
compared to $26.9 million in the first quarter of fiscal 2000, an increase of
8.2%, or $2.2 million. This increase was due to an improvement in the data
storage market over a poor first quarter of fiscal 2000, as well as continued
strong growth in the Power Measurement and Communications markets. In addition,
revenue increased due to the success of a new 1.5 GHz oscilloscope introduced in
the second quarter of fiscal 2000.

     Gross profit margin was 50.2% in the first quarter of fiscal 2001, compared
to 48.3% in the first quarter of fiscal 2000. This improvement was due to a
favorable mix of higher margin products, including the 1.5 GHz oscilloscope
noted above, along with the absence of product discounting that occurred under
the difficult market conditions existing in the first quarter of fiscal 2000.

     Selling, general and administrative expense increased by 11.0% or $1.0
million, from $8.9 million in the first quarter of fiscal 2000 to $9.9 million
in the first quarter of fiscal 2001. As a percentage of sales, selling, general
and administrative expenses were 33.9% in the first quarter of fiscal 2001,
compared to 33.1% in the first quarter of fiscal 2000. The increase as a
percentage of sales was primarily due to a reduction in the amount of general
and administrative costs allocated to the discontinued Vigilant operation.

                                       9

<PAGE>
     Research and development expense in the first quarter of fiscal 2001 was
$3.9 million, compared to $4.0 million in the first quarter of fiscal 2000, a
decrease of 2.3%, or $0.1 million. As a percentage of sales, research and
development expense decreased from 14.8% in the first quarter of fiscal 2000 to
13.3% in the first quarter of fiscal 2001 primarily due to the leveraging of
costs over higher revenues.

     Other expense, net, which consists primarily of net interest expense and
foreign exchange gains or losses, was $2,000 in the first quarter of fiscal
2001, compared with $210,000 in the first quarter of fiscal 2000. This decrease
was due to lower net interest expense on lower borrowings and higher invested
cash balances, as well as higher foreign exchange gains.

     As a result of the above, the Company reported income from continuing
operations of $766,000 in the first quarter of fiscal 2001, compared to a loss
from continuing operations of $60,000 in the first quarter of fiscal 2000.

     The Company's effective tax rate was 11.5% in the first quarter of fiscal
2001, compared to 31.8% in the first quarter of fiscal 2000. The tax provision
for the first quarter of fiscal 2001 was comprised primarily of tax on income
generated by certain of the Company's foreign subsidiaries and U.S. based state
franchise taxes.

     During the first quarter of fiscal 2001, the Company decided to discontinue
its Vigilant Networks segment and it closed on the sale of a substantial portion
of its assets and business. Operating losses of the segment prior to the
measurement date as a discontinued operation were $2.4 million in the first
quarter of fiscal 2001, compared to operating losses of $1.6 million, net of a
$699,000 tax benefit, for the first quarter of fiscal 2000. The Company recorded
a gain on the sale of the assets and business of the segment of $854,000.

LIQUIDITY AND CAPITAL RESOURCES

     Working capital was $29.7 million at September 30, 2000, which represented
a working capital ratio of 1.8 to 1, compared to $24.1 million, or 1.5 to 1, at
June 30, 2000.

     Net cash provided by operating activities for the first quarter of fiscal
2001 was $300,000, compared with $247,000 in the first quarter of fiscal 2000.
Lower net losses in fiscal 2001 were substantially offset by an increased use of
cash for working capital.

     Net cash provided by (used in) investing activities for the first quarter
of fiscal 2001 was $10.6 million, compared with $(1.7) million in the first
quarter of fiscal 2000. The increase in cash provided by investing activities
was primarily due to the gross proceeds of $12.0 received from the sale of the
assets and business of the Vigilant Networks segment.

     Net cash (used in) provided by financing activities for the first quarter
of fiscal 2001 was $(2.9) million, compared with $4.0 million in the first
quarter of fiscal 2000. The increase in cash used in financing activities was
due to the repayment of borrowings under the Company's credit facility partially
offset by the proceeds from the sale of 517,520 shares of the Company's Common
Stock.

     On October 11, 2000, the Company closed on a three-year $15.0 million
revolving line of credit with the Bank of New York, which will provide funds for
general corporate purposes. Borrowings under this line will bear interest at
prime plus a margin of between .25% and 1.25%, or LIBOR plus a margin of between
1.5% and 2.5%, depending on the Company's Leverage Ratio.

     The Company believes that its cash on hand, cash flow generated by its
continuing operations and availability under its revolving credit agreement will
be sufficient to fund working capital and capital expenditure requirements for
at least the next twelve months.

                                       10

<PAGE>
RISK MANAGEMENT

     The Company's investment in the common stock of Iwatsu, which is recorded
in "Marketable securities" on the Consolidated Balance Sheet, is subject to the
impact of fluctuations in foreign exchange rates and in the Japanese stock
market. As of September 30, 2000, Japanese stock market and currency
fluctuations resulted in a cumulative increase of approximately $0.6 million to
the remaining investment's original cost. The change in the value of this
investment, which is deemed temporary, is included as part of "Accumulated other
comprehensive loss" on the Consolidated Balance Sheet and, accordingly, not in
net income or loss.

NEW PRONOUNCEMENTS

     In December 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin No. 101 ("SAB 101"), Revenue Recognition in Financial
Statements," which summarizes certain of the SEC Staff's views in applying
generally accepted accounting principles to revenue recognition in financial
statements. Prior to the adoption of SAB 101, the Company's policy has been to
recognize license fee revenue when a non-refundable fee was received and, from
the Company's perspective, all of its significant obligations under the license
agreement were completed. Under SAB 101, such license agreements are deemed to
be multiple element agreements that, among other elements, include various
exclusivity clauses related to distribution rights and use of technology. In
addition, SAB 101 requires such license fee agreements to be analyzed from the
licensee's perspective as to the ongoing requirements or expectations of the
agreements. The Company will change its accounting policy so that license fee
revenue under agreements that have exclusivity clauses and, from the licensee's
perspective, have ongoing requirements or expectations that are more than
perfunctory, will be recognized over the term of the related agreement. As such,
under SAB 101, certain of the Company's previously recognized license fee
revenue will be deferred and recognized in future periods over the term of the
agreements. The Company estimates that the adoption of SAB 101 in the fourth
quarter of fiscal 2001, effective as of the beginning of the year, will result
in a non-cash charge for the cumulative effect of a change in accounting
principle of approximately $8.7 million. This cumulative adjustment will be
amortized into revenue over the remaining terms of the license agreements, which
range from approximately 2.5 years to 5.5 years. As a result, revenue and
pre-tax income before the cumulative effect of a change in accounting principle
will increase by $474,000 per quarter, or $1.9 million, in fiscal 2001. The
remainder of the related deferred revenue will be recognized in revenue
approximately as follows: $1.9 million in fiscal 2002, $1.7 million in fiscal
2003, $1.3 million in fiscal 2004, $1.3 million in fiscal 2005 and $600,000 in
fiscal 2006. The Company has not entered into an agreement in which it has
recognized license fee revenue since the third quarter of fiscal 1999.

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<PAGE>
                               LECROY CORPORATION

                           PART II. OTHER INFORMATION

<TABLE>
ITEM 6.(A)             EXHIBITS
<S>                    <C>
    Exhibit   3.3      Amendment to the By-Laws of the Registrant, dated August 16, 2000.

    Exhibit 10.33      Amendment to the LeCroy Corporation Amended and Restated 1993 Stock Incentive Plan, dated
                       August 16, 2000.

    Exhibit 10.34      Amendment to the LeCroy Corporation 1998 Non-Employee Director Stock Option Plan, dated
                       August 16, 2000.

    Exhibit 10.35      Amendment to the LeCroy Corporation 1998 Non-Employee Director Stock Option Plan, dated
                       October 25, 2000.

    Exhibit 10.36      Credit Agreement, dated October 11, 2000, between the Registrant and The Bank of New York,
                       as Administrative Agent.

    Exhibit 27         Financial Data Schedule.

ITEM 6.(B)             REPORTS ON FORM 8-K

                       No current reports on Form 8-K were filed during the quarter ended September 30, 2000.
</TABLE>

                                   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: May 15, 2001           By: /S/ Raymond F. Kunzmann
                                     -------------------
                                     Raymond F. Kunzmann
                                     Vice President and Chief Financial Officer,
                                     Secretary and Treasurer

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