FORM 10-QSB/A

                SECURITIES AND EXCHANGE COMMISSION

                       Washington, DC 20549


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

For the quarterly period ended June 30, 2001

                                OR

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

For the transition period from                to                .

Commission file number 33-16453

                       MICRONETICS WIRELESS, INC.

(Exact name of small business issuer as specified in its charter)

          Delaware                          22-2063614
(State or other jurisdiction of         (IRS Employer
incorporation or organization)           Identification No.)

              26 Hampshire Drive, Hudson NH  03051
             (Address of principal executive offices)
                            (Zip Code)

                         (603) 883-2900
         (Issuer's telephone number, including area code)

 (Former name, former address and former fiscal year,
  if changed since last report)

     Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities and 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

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

     4,088,317 shares of common stock, par value $.01 per share as
of June 30, 2001.

            Page 1 of 12.  There is no Exhibit Index.

                    MICRONETICS WIRELESS, INC.



                              INDEX



                                                        Page No.


Part I.  Financial Information:


     Item 1.   Financial Statements.


               Consolidated Condensed Balance
               Sheets - June 30, 2001 and March             3-4
               31, 2001


               Consolidated Condensed Statements
               of Operations - Three Months Ended
               June 30, 2001 and June 30, 2000             5


               Consolidated Condensed Statement       6-7
               of Cash Flows - Three Months Ended
               June 30, 2001 and June 30, 2000


               Notes to Consolidated Condensed           8
               Financial Statements


     Item 2.   Management's Discussion and Analysis
               or Plan of Operation.                                  9-10


Part II.  Other Information:


     Item 6.   Exhibits and Reports on Form 8-K.      11


Signature                                                                     12


                  PART I. FINANCIAL INFORMATION

Item 1.  Financial Statements.

                     MICRONETICS WIRELESS, INC.
               CONSOLIDATED CONDENSED BALANCE SHEETS
                            (UNAUDITED)
                               Assets

                                                   June 30,       March 31,
                                                       2001            2001
CURRENT ASSETS:
 Cash                                         $1,652,798      $1,573,081

Receivables
 Trade (net of allowance for
  doubtful accounts)                      1,393,690       1,561,157

Inventories (note 2)                      2,730,227       2,555,172

Prepaid expenses and other
 current assets                                     95,637          88,037

Other current assets                          46,311          46,311

TOTAL CURRENT ASSETS         5,918,663       5,823,758

FIXED ASSETS

Land                                                  162,000         162,000
Building & improvements               956,246         956,246
Furniture, fixtures, and
 equipment                                    2,607,604       2,542,903
Capitalized leases                          140,949          146,253

 Gross fixed assets                     3,866,799       3,807,402
 Accumulated depreciation
  and amortization                        1,891,091       1,835,597

TOTAL (NET) FIXED ASSETS   1,975,708       1,971,805

OTHER ASSETS

Deposits                                         960                    960
Intangibles (net of
 amortization)                                 104,276            107,294
Goodwill                                          320,471             320,471

TOTAL OTHER ASSETS              425,707             428,725

TOTAL ASSETS                       $8,320,078         $8,224,288
                     MICRONETICS WIRELESS, INC.
               CONSOLIDATED CONDENSED BALANCE SHEETS
                            (UNAUDITED)
                Liabilities and Shareholders' Equity




                                        June 30,       March 31,
                                          2001           2001


CURRENT LIABILITIES:

 Short-term loans and capitalized
  leases                                     $   83,460      $   76,032

 Accounts payable                       411,022         482,295

 Accrued expenses and taxes, other
  than income taxes                     359,624         307,903

 Income taxes payable                  20,677          26,475

TOTAL CURRENT LIABILITIES   874,783         892,705

LONG-TERM DEBT:

 Notes payable                                  662,885         676,426

 Capitalized lease obligations           71,192          83,115

TOTAL LONG-TERM DEBT               734,077         759,541

TOTAL LIABILITIES                          1,608,860       1,652,246

SHAREHOLDER'S EQUITY:

 Preferred stock                                      -                      -
 Common stock                                      40,883          40,883
 Additional paid - in capital                 3,628,917       3,627,406
 Retained earnings                             3,041,418       2,903,753

TOTAL SHAREHOLDERS' EQUITY    6,711,218    6,572,042

TOTAL LIABILITIES AND
SHAREHOLDERS' EQUITY           $8,320,078      $8,224,288
                              
<PAGE>
                     MICRONETICS WIRELESS, INC.
          CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                            (UNAUDITED)



                                     Three Months Ended June 30,
                                        2001             2000



Operating revenues         $1,784,025      $1,498,822

Cost of operations              1,013,700         946,199

Gross profit                            770,325         552,623

Selling, general and
 administrative expenses       515,299         345,947

Research & development      94,468          62,461

Operating income                160,558         144,215

Other income (expense):
 Rental income                      12,462          21,400
 Interest income                      8,880          11,800
 Interest (expense)               (15,874)        (15,336)
 Other income (expense)          841          (9,148)

          Total                                  6,309           8,796

Income before provision
 for income taxes                 166,867         153,011

Provision for income taxes   29,202          22,950

Net income                       $  137,665      $  130,061

Net income per share        $     0.03      $     0.03

Weighted average number
 of shares outstanding         4,216,739       4,184,567



<PAGE>
                     MICRONETICS WIRELESS, INC.
               CONSOLIDATED STATEMENTS OF CASH FLOWS
                            (UNAUDITED)


                                        Three Months Ended June 30,
                                          2001              2000



INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS:

Cash flows from operating
 Activities:

Net income                                      $137,665         $130,061

Adjustments to reconcile net
 income to net cash provided
 by operating activities:

Decrease in deferred tax asset                 -              10,710

Depreciation and amortization             55,493         51,983

Changes in assets and liabilities:
 (Increase) decrease in accounts
  receivable, inventories, prepaid
  expenses and other current assets      (15,188)   (239,472)

(Increase) decrease in security
 deposits and other assets                     3,019             3,016

(Decrease) increase in accounts
 payable, accrued liabilities,
 notes payable and other current
 liabilities                                          (17,922)     (38,172)

Net cash provided (utilized)
 by operating activities                    $163,067        $(81,874)
MICRONETICS WIRELESS, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (CONT.)
            (UNAUDITED)


                                   Three Months Ended June 30,
                                      2001             2000



INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS:

Cash Flows from Investment
 Activities:
  (Additions) to fixed assets    $  (59,397)      $  (46,894)

Net cash provided (used) by
 investment activities             $  (59,397)         (46,894)

Cash Flows from Financing
 Activities:
  (Reduction) increase of debt
    and capitalized leases         (25,464)         (34,196)

  Proceeds from stock options
   exercised                                    1,511           45,094

Net cash provided (used)
 by financing activities           $  (23,953)      $   10,899

NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS   $   79,717       $ (117,869)

Cash and cash equivalents, at
 beginning of year                  1,573,081        1,424,988

CASH AND CASH EQUIVALENTS, AT
END OF QUARTER             $1,652,798       $1,307,119




<PAGE>
                   MICRONETICS, WIRELESS, INC.

       NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS



Note 1.   In the opinion of the Company, the accompany-
          ing unaudited consolidated condensed financial
          statements contain all adjustments (consisting
          of only normal recurring adjustments) which in
          the opinion of management are necessary in
          order to present fairly the financial position
          as of June 30, 2001 and 2000, the results of
          operations for the three month periods ended
          June 30, 2001 and 2000 and cash flows for the
          three month periods ended June 30, 2001 and
          2000.

          While the Company believes that the
          disclosures presented are adequate to make the
          information not misleading, it is suggested
          that these consolidated condensed financial
          statements be read in conjunction with the
          Company's Annual Report on Form 10-KSB for its
          fiscal year ended March 31, 2001.

          The results of operations for the three month
          period ended June 30, 2001 are not necessarily
          indicative of the results of the full year.



Note 2.   Inventories are summarized below:



                                              June 30, 2001   March 31, 2001

Raw materials and
 work-in-process                        $2,515,839    $2,287,365
Finished goods                             319,388      372,807
                                                        2,835,227   2,660,172
375:   Less: allowance for obsolescence  (105,000)   (105,000)

                   Total                            $2,730,227      $2,555,172





<PAGE>
Item 2.   Management's Discussion and Analysis or Plan of
          Operation.


     Results of Operations

     The Company had revenues of $1,784,025 and $1,498,822 for the
three months ended June 30, 2001 and 2000, respectively, an
increase of $285,203 or 19% in the current period.  Gross profit as
a percent of net sales increased to 43.2% in the current period
from 36.9% during the corresponding period of the prior fiscal
year.  This was due primarily to product mix.  Selling, general and
administrative expenses as a percent of net sales for the current
period increased to 28.8% from 23.1% during the corresponding
period a year ago.  This was due primarily to increased selling
expenses.  Research and development expenses increased to 5.3% of
net sales during the current period as compared to 4.1% of net
sales a year ago.  The Company has increased its new product
development activities during the current period.

     The Company had net income of $137,665, or $.03 per share, as
compared to net income of $130,061, or $.03 per share, for the
three month periods ended June 30, 2001 and 2000, respectively. The
weighted average shares outstanding for the three months ended June
30, 2001 and 2000, were 4,216,739 and 4,184,567, respectively.


     Financial Condition

     The Company's working capital at June 30, 2001 was $5,043,880,
an increase of $112,827 from $4,931,053, the working capital at
March 31, 2001.  The Company's current ratio was approximately 6.77
to 1.0 at June 30, 2001; it was approximately 6.52 to 1.0 at March
31, 2001.

     Net cash of $163,067 was provided by operating activities
during the three months ended June 30, 2001 as compared to $81,874
that was used by operating activities during the year earlier
period.  This was primarily due to net income earned during the
period and the collection of receivables.  Net cash used by
investing activities during the three months ended June 30, 2001
was $59,397 as compared to $46,894 during the year earlier period.
This was due to the purchase of new equipment during the current
period.  Net cash used by financing activities during the three
months ended June 30, 2001 was $23,953 as compared to $10,899
provided by financing activities during the year earlier period.
As a result of these activities, the Company's cash position
increased $79,717 during the current three months as compared to a
reduction of $117,869 in the year ago period.


     Safe Harbor Statement


     Statements which are not historical facts, including
statements about the Company's confidence and strategies and its
expectations about new and existing products, technologies and
opportunities, market and industry segment growth, demand and
acceptance of new and existing products are forward looking
statements that involve risks and uncertainties.  These include,
but are not limited to, product demand and market acceptance risks;
the impact of competitive products and pricing; the results of
financing efforts; the loss of any significant customers of any
business; the effect of the Company's accounting policies; the
effects of economic conditions and trade, legal, social, and
economic risks, such as import, licensing, and trade restrictions;
the results of the Company's business plan and the impact on the
Company of its relationship with its lender.  This report should be
read in conjunction with the Company's Annual Report on Form 10-KSB
for its fiscal year ended March 31, 2001.


<PAGE>
                  PART II.  OTHER INFORMATION


Item 6.   Exhibits and Reports on Form 8-K.

     (a)  Exhibits

     3.1  Certificate of Incorporation of the Company, as amended,
          incorporated by reference to Exhibit 3.1 to Registration
          Statement No. 33-16453 (the "Registration Statement").

     3.2  By-Laws of the Company incorporated by reference to
          Exhibit 3.2 of the Registration Statement.

     (b)  Reports on Form 8-K


     During the quarter ended June 30, 2001, the registrant did not
file any reports on Form 8-K.


<PAGE>
                            SIGNATURE



     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.



                                   MICRONETICS WIRELESS, INC.
                                   (Registrant)



Dated: August 22, 2001   By:/s/Richard S. Kalin
                                             Richard S. Kalin,
                                              President (Principal
                                              Executive Officer)































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